Second Chances:The story of an Assassin
by wetworkzNinja
Summary: Benjamin Payne, a teenage boy genetically engineered to be the ultimate weapon runs from his bloodstained past. He is caught by his evil creators and is put into cryo sleep for an unknown amount of time. He wakes up and finds himself deep in the Everfree forest four days before Nightmare Moons return. Is this the second chance he is looking for? HIE fic
1. Chapter 1

Payne's POV  
Date:unknown

Time:10:00 AM

Location:Ever free Forest  
Bio:Benjamin D. Payne  
Height:6:3 weight:132 age:17 born:Classified. Appearance: Blonde hair, Golden eye's, Pale skin, dark gray"Assassin robes, black cargo pants, red sash/belt, weapons: two red and black titanium tomahawks, silver revolver with red handle,a black and red butterfly knife,several types of throwing weapons.

* * *

Payne Pov

It's been three days since my escape from the abandoned bio weapons lab. In that time I've been surviving in this forest. I've also encountered a strange 'blue flower'. When shaken it releases a strange powder that I assume is poisonous, so I took extra care to ensure it didn't touch my skin. I should also note, not too far from my "emergence point" there is a village of multicolored ponies. now if you're reading this, that isn't a typo, I said ponies. They also appear to be sentient as I've noticed them talking. I have also seen a few of them wearing articles of clothing as well, such as hats.

As far as I can tell,there are three types of them, Unicorns, Pegasi, and normal ponies. I have observed them all moving toward the middle of the village. I've decided to go out on a limb and investigate. I left the concealment of the tree I was hiding in. As I left the tree line,I saw a few buildings I hadn't noticed before,such as a small Hobbit hole of a cottage or a giant gingerbread house. "Strange." I thought to myself. I made my way across the small bridge leading into the small town. I swiftly climbed the nearest building and followed the crowd. I eventually ended up on the tallest building in town, I assumed it was the town hall judging by its shape and size. The crowd eventually made its way inside, I needed a convincing disguise if I wanted to get in there. I waited for an opportunity to arise and lo and behold there it was. Coming around a corner there was a gray Pegasus with a blonde mane and golden eyes which were also looking in opposite directions. I reached into my pouch and took out a single tranquilizer dart. I slipped it between my fingers and waited for my unknowing donor to come into range. A few seconds later, I threw the sleep inducing projectile at my quarry. The effect was almost instantaneous, it hit the Pegasus right between the shoulder blades. It didn't even feel the dart...at least I hope it didn't. I made them with a very thin and hollow point that is wide enough to administer the wide variety of poisons I employ to my use, but thin enough to mostly go unnoticed.

I dropped from the top of the roof and landed in a bush. I walked over to the unconscious Pegasus and plucked two hairs from her mane. I looked at them for a couple of seconds before they melted into my skin, I was ready to change into my new form, but I needed to do it away from the prying eyes that could see it. So I hopped into the bush once more.

* * *

No POV

About twenty seconds after the Assassin jumped into the bush, a gray Alicorn with a red mane emerged and looked himself. "Hmm." he mumbled. "I should probably ditch the horn." he whispered to himself. And no sooner had he thought it his horn lit up with a gray aura and vanished. "Hmm." He felt around on his head and found his horn was only invisible. Well I guess that will work. He then walked over to the bush he seemingly spawned from and pulled a saddle bag from it and placed it on his back. "I Can't leave my stuff here can I now." he asked himself. He pulled a cloak from the bag and put it on. He then walked up the stairs and into the building.(clumsily by the way) Once he entered he received several strange looks from various ponies but he ignored them. The mayor then came out and announced the Princess(yes this takes place during episode 1 in case you haven't figured it out yet)The curtains parted to reveal...nothing. "I'm not surprised, A Princess coming to a small hamlet such as this... enough said." the Assassin pondered to himself. Ponies started to panic when all of a sudden, a strange mist started to appear on the balcony and formed into a shape quite similar to the one the Assassin was in right now.

it had a horn and wings just like the Assassin, yet in addition. it wore a strange set of armor composed of a helmet a chestplate and knee high greaves. overall it didn't offer much in the way of protection, it was probably more for intimidation tactics if anything.

"Oh it feels wonderful to be back sfter so long." the armored being questioned. "What have you done with the Princess!?" A rainbow maned pony demanded. "what?Does my crown no longer count after being trapped on the moon for a thousand years? Does nopony remember who I am?" The evil queen wannabe questioned." I know who you are." a Purple unicorn announced. "Your the mare in the moon...Nightmare Moon!" Everyone except the Unicorn, new Alicorn, and disguised Alicorn gasped. "Well it's nice to know someone still remembers me." Nightmare moon laughed. she stopped laughing once she noticed the incognito Assassin. "you there."she said to the Assassin. "What is your name?" she asked. He flinched under the stares he got from the rooms many inhabitants. _Come on Payne think..._"Shadow Wing! he hastily said."Strange name for an earth pony." she replied. "Well I'm a Pegasus." the Assassin replied. "Really now,then show me your wings. He hesitantly did so and undid his cloak and put it in his saddle bag. While he did so, he didn't notice the magic bolt sailing toward him. He cried out when the projectile hit him and heard several more gasps, he looked around and noticed several astonished faces. "What?" He asked, he then looked up and noticed his horn was visible..." oh...Well crap."


	2. prolougue 2: Ponies?

No POV

Well crap. Shadow Wing lamented as he slipped his cloak back on. No , you cant be! Nightmare Moon

nearly screamed as she shot a few more magic bolts at Shadow. By now almost everypony in the room had left or taken cover.

This time, Shadow saw the attacks coming and dodged to the right. At this point Nightmare had dropped from the balcony and was charging at Shadow Wing who knew a perfect counter for her current attack. He waited till she was ten feet away from him then he jumped and did an axe kick. Though in his new form , it was somewhat clumsy, but it still hit home. Nightmare, who was disoriented from the attack tried to fly away from her assailant,

but Shadow wasn't going to have that.

He tackled her before she could take off and pushed his hidden blade to her throat. What is it you want here,what will bringing eternal night give you that it would destroy all life here. Nightmare looked thoughtful for a moment before a smirk grew on her face. You really are the chosen one, she cackled before turning into her mist form and flying away. Darn it. He sighed , Shadow knew Nightmare Moon needed to be stopped . But he didn't know where she was. Then he remembered, that purple unicorn knew Nightmare Moon, maybe she knows where she is! So he grabbed his saddle bag he discarded in the fight and made sure everything was there. Revolver, check...wait how am I holding this...save the world now, logic later Ben. Tomahawks,check. Rope darts, check. Darts and poisons,check. Lucky knife,check. Assassin blades ,check. I'm good to go.

As soon as Shadow Wing left the town hall he noticed the purple unicorn from before that knew Nightmare Moon. He also noticed that six ponies following her(at least he assumed it was a girl). He probably would've followed her too if he didn't have a good idea as to where his new target was. After he escaped the abandoned bio-weapons facility which was in the forest he saw Nightmare fly towards. He connected the dots and assumed his quarry was in the old ruins he saw on his trek to this small town. He started his trek toward the old castle unaware he was being followed.

Twilight Sparkle POV

I had just sent my companions off to gather what they needed before we entered the everfree forest to find the Elements of Harmony to defeat Nightmare Moon. When all of a sudden, Rainbow Dash burst into the library. Twilight!she screamed. That new Alicorn is going into the Everfree Forest! What!? I yelled, why would he want to go in there? Maybe he's the spy!Rainbow accused. I really doubt that . I monotonously retorted. We should probably go meet up with the others, do you have everything you need? Yup, I'm all,how about you,Rainbow asked. Yes I'm ready now lets go

A few minutes later, we were at the entrance to the forest. Is everypony here, I questioned? Yep were all here sugarcube. Applejack responded. Then lets find the Elements and defeat Nightmare Moon. I declared. And find that new Alicorn guy, he said his name was Shadow Wing added. Do you mean to say the new Alicorn was foolish enough to enter the forest? Does he not know how dangerous it is in there, especially if your alone? Rarity said with concern. Yeah, he went in there about five minutes ago, Rainbow replied.

Then what are we waitng for silly he's probably all alone and scared, he needs a friend and were gonna be there for him, Pinkie said as she bounced into the creepy forest. Pinkie's right, Shadow Wing probably needs our help. Replied Applejack as she trotted after her hyperactive pink friend. I couldn't agree more, Tally Ho!. Rarity Excitedly agreed. Oh , I don't know , it looks really scary, Fluttershy whimpered . It's alright shy, we'll be there every step of the way, Rainbow comforted. Oh... Alright, I'll go. Fluttershy replied. Thats the spirit Fluttershy. Rainbow yelled as the two Pegasi Floated into the Everfree. I sighed, so much for doing this alone, I said exasperatedly. And cantered after my new companions.

It's been about ten minutes since we entered the Everfree Forest when we came to a cliff. And Rainbow

Dash was terrifying the others with exaggerated story's of this place. All of a sudden we all heard a loud crack. That can't be good Rarity spouted. Then the plateau we were standing on gave away,and we all slid down the cliff side, the two Pegasi in our group went to work and caught Pinkie pie and Rarity, but me and Applejack were still sliding. Appljack managed to catch hold of a root and stop her descent...and I'm still falling. Appljack noticed this and let go as I reached the edge. Gotcha,she said as she grabbed my hoof. What now! I almost yelled. I saw Applejack Look down. Let go, she said. What!, are you crazy! I screamed. You'l be fine, I promise, she reassured me with a smile. Oh, I took a deep breath and let go. I screamed as I fell when all of a sudden, I stopped falling. I opened my eyes. And looked around, I was being carried to the ground by Fluttershy and Rainbow Dash. Oh, heh heh, I chuckled nervously while looking down.

We made it to the ground as Applejack made her way to the bottom. Then a loud roar broke the silence. What in Equestria was that! Rarity yelled. I don't know, but it didn't sound happy, Rainbow responded. Come on girls, it might be Shadow Wing! I said as we ran toward the noise.

What we found shocked us all. Laying on the ground was an injured Manticore. It had several cuts and large bruises all over it's body. What could have done this? I said to nopony in particular. Oh you poor thing, Fluttershy said in a comforting tone. It's alright, I wont hurt you. She siad as she approached the injured monster. It growled at her and raised it's paw to strike. Fluttershy! We yelled. But it was for naught. A few seconds later she had makeshift bandages made from leaves wrapped around the hurt Chimaera. There, all better. She whispered victoriously. The Manticore gave her an affectionate lick before... purring? Wow Fluttershy, that was really brave, I complimented. It was nothing, she responded . Sometimes we all need to be shown a little kindness. Hey what's that on its back leg? Rainbow asked. We all looked at said appendage and saw some kind of metallic thorn. Now what could that be. Pinkie asked as she pulled the small thorn from the Manticore. As soon as she did that The manticore was up and running, as if pulling the thorn from it gave it it's strength back. Now that it was free from the Manticore's skin, the small pointy object was dripping a strange green fluid. What is that stuff? Rainbow asked with a tilted head. I think it's some kind of poison, Fluttershy added. Well we can worry about this later we need to stop Nightmare Moon and find Princess Celestia and Shadow Wing, I declared. Twilight is right we can scratch our heads later, we have a villain to halt. Rarity added. Yeah lets go so we can find Shady and throw him a welcome to Ponyville party. Pinkie joyously squealed.

And so the six companions journey began anew. Unaware they were being followed by a strange blue mist.

And that's chapter 2 guy's and girl's! I hope you like it. I'm going to update as often as possible, and just a little warning. Each chapter might be inconsistent length wise. I'll keep it as consistent as possible but that may not be enough.

Cole: yeah, especially if you decide to ditch this story like you did mine.

Me: Oh be quiet, you know between scouts and school I got to distracted to work on it. And its not my fault I lost the file.

Cole: Yeah I know I'm jus trollin ya. Oh and SPOILER ALERT: I'm Comin to this story! Yay

ME: You "might" be in this story. You readers are going to decide that. It is going to be a choice between a couple of my oc's. Cole you wanna name em off?

Cole : with pleasure. We have Yours truly, The Bad Abs Knight of Kronos. Resident breaker of the fourth wall and dimension Jumper...But, I'm a bit of a trouble magnet. And I might not be welcome on Equis after what I did so long ago.

Shade: I will go next. My name Is Prince Shade of Daedala I am a changeling But! Im not the kind of Changeling your used to I hail from a race of humanoid changelings from Planet Imperious The home world of the Terra Shapers and my friend Aritrix's...home world.

Jet: Seargeant Madeline L. Rogers of the Xeno Defense Force, or X.D.F. Along with my three brothers we were all participants of Project Centurion( A super soldier program similar to the Spartan program...except Centurions weren't abducted and were willing) I am the Centurions aerial recon scout. And if you even think, of making fun of me for that I will pound you into the ground!

Aritrix: Uh, hi I'm Aritrix. I protect my homeland of Terra city, the home of the Terra Shapers...at least it was before the Corrupted destroyed all but myself . I can place and absorb matter in a manner similar to your "Terrarian's". And like Cole Trouble also flocks to me.

Me: Well thats all of them. I'll put a poll up on my profile as to which you want in the story.

Cole: I'm the best so vote for Me!

Jet: Uh,excuse me?

Shade: You most certainly are not the best choice for this!

Aritrix:Yeah That's me!

Jet: No your not, it's me!

Shade : Untrue It is me!

All: Wetworkz!

Me:Uh Well you see...Whoop!(Runs off)

All but Cole: Hey get back here!

Cole:Well there ya go. For Wetworkz's sake Vote and review before they tear him apart. So see ya next time. This Is Cole signing off for wetworkzNinja. Hey guys! Wait for me!(Runs off)


	3. Chapter 3 forest exploration

Hey Guys and girls! WetworkzNinja here with a new chapter and I'm just gonna say that, Whatever charachter you all vote for wont come in till somewhwere around chapter five or six so in about a week the poll will be closed

Cole:yeah so vote for me

Shade: No vote for m-

Me:DO NOT START THIS AGAIN!

Everyone's mouths close

Me: I love the royal caps lock voice! But anyway on to the story!

Disclaimer: you guys know the drill, I dont own anything but the the story and the OC's

Shadow Wing POV

Well that was quite an interesting fight. Of all the things I could've run into, I walk right into a  
Manticore. I got away unscathed because I dropped my disguise and layed into it. But even then I felt that was a bit easy, either Manticores aren't as ferocious as they were when depicted in legend...or they just suck in general.

But anyway I'll keep my human form for now since I can run on the trees to speed this along. I eventually made it to a river. Me being not to fond of water and with no more trees in my reach, I looked around for an alternate route. I then thought of something I'd never tried before(not that I had a reason to).

Maybe I could use the wings from my "Alicorn" form and fly over the obstacle. Alright here goes nothing, I said to myself. I concentrated on making a pair of wings appear. I felt something happening on my back. I heard a ripping noise and looked back and there they were, a pair of gray wings... and a ripped robe. I let out a sigh, I hated repairing my robe. I am horrible at sewing and that always means I need someone else to do it for me. And I hate asking for help. But I had to focus on the task at hand.

At first I fel flat on my face, then I fell out of the tree i was in. But several tries later, I had finally gotten the hang of it. And flew over that accursed river, not a second after I landed on the other side did I hear a strange cry. I looked back and noticed that the strange thing I thought was a log was actually a river serpent. Well I wonder what's bothering him? I thought to myself. Before taking off toward my destination.

About three minutes later I was in a section of the forest that was considerably darker than the rest. I blinked twice in quick succession and the fores lit up like it was mid afternoon. Now if there is one perk to being a Bio-engineered super soldier. It was the powers. I can run up to forty five miles per hour. I bench press atv's. I can see in the dark. Can shape shift. I have a type one regeneration factor . But... It all came at a price.

What was that? I demanded as I saw a blue mist fly into the trees. Then all of a sudden the trees grew malicious faces. I got into a fighting stance and drew my tomahawk(and shifting back to my Shadow Wing form). Then I realized that the trees weren't moving. If I still had my emotions,

I probably would have laughed. Instead, I simply sheathed my weapon and continued on. This isn't some little girls show, I don't scare easily as that. I then heard a scream, a really girly scream. I was being followed. Let them come, if their friendly fine...but if not, I absentmindedly twirled my tomahawk. Let them come

There it is, the ruins. They weren't much to look at decor wise. But boy did that fog make it look spooky, If I saw this place three years ago, I probably would have shuddered.

But now is not the time to think about that. I flew across the collapsed bridge over the foggy drop. Alright Nightmare, prepare for Payne, I chuckled darkly.

Applejack POV

Well, Jus when I thought things couldn't get any wierder, they did. First tha cliff collapsed, then the Manticore, then tha sea serpent, now all a these trees are makin faces at us. I thought we were gonners. Then Pinkie starts ta laugh at em. Pinkie! Twilight yelled. What are you doing get away from the trees! But she jus stood there still laughin like an insane pony. Oh girls, their just trees. When i was a filly(Insert Giggle at the Ghosties here(cause I forgot how it goes))

At this point we were all laughin like hyenas at a joke store. Once we all put ourselves together .We were on our way again. There it is, twilight declared. The abandoned castle of the royal pony sisters. Come on were almost there! Wait, I yelled. Twilight look out fer the-. If Rainbow Dash wasn't there ta catch her that looks like it would've been a real long fall into that foggy ravine.

Well now what? Rainbow questioned. Twilight cleared her throat and pointed to Rainbow's wings. Oh yeah,heh heh, she chuckled. Then she went down to grab the bridge and tie it off ta the other side.

It's been a couple a minutes now and we still haven't seen Rainbow Dash yet. Is she o- ... is that her?

Rainbow Dash! Twilight yelled. Wait, there's someone else over there! Rainbow Dash, don't listen to them! Who're ya yellin at Twilight? Then I saw a yellow flash and the fog got even thicker than before.

We need to get over there fast! Twilight declared. What's the matter dear what did you see? Rarity questioned. It's Rainbow Dash, I think she's-. At that moment the fog parted and we all saw Rainbow in a rather dramatic pose with the bridge tied off. Way ta go Rainbow! I shouted. Yes good show Rainbow dear. Rarity added. See Twilight? Everything turned out ok. Fluttershy smiled. Yeah, it did didn't it, Twilight replied with a smile of her own.

Twilight POV

As we entered the ruins, we noticed hoof steps. And they weren't made that long ago. Whose hoof prints do you think these are? I asked. I dont have any idea as to who made them darling. Hey Twilight? Yes Applejack? Are those important lookin rocks on that important lookin pedestal what were lookin for? Applejack questioned. I looked to where she was pointing and lo and behold there they were. The Elements! I nearly squealed.

We all ran over to the Elements and looked them over. One, two ,three, four, five... there's only five? Rarity pointed out. Isn't there supposed ta be six? Applejack asked. The spark will reveal the final element, I repeated. Stand back! I'm going to try something. I warned. Come on ya'll, she need to concentr- BOOM! A loud explosion suddenly broke the calm scene. The six all ran over to the window and saw a bright light coming from the tower. Come on girls! Grab the Elements and lets get up there. I commanded. Right! They all agreed. We each grabbed an element and ascended the stairwell to find the cause of the disturbance. All of us unaware what we would find would shock us all.

Done! There ya go ,chapter 3. thats all for now review and vote for who you want to be in the story.


	4. Chapter 4 Shadow Wing Vs Nightmare Moon

WetworkzNinja here with chapter four. I've noticed that the poll is pretty much empty. This is the last chapter before I put the OC you vote for in the story. If I don't get enough votes Cole will automatically be the winner

Cole: I'll take any victory, even by default

Jet: But that's not fair!

Me: I'm sorry, but I originally planned for Cole to come first.

Shade: First?

Aritrix: What do you mean, first?

Me: Crap! I've said to much(Runs away)

Jet: Oh no you don't! Get back here!

Me: Review and vote everyone!

Chapter 4: Nightmare Moon Vs. Shadow Wing

No POV

Castle Ruins

It was quiet. But these old ruins haven't been populated by anything but spider and mice for over a thousand years. Until now, A lone pony walked through the doorway to the tower. At the same time a blue mist floated through a window. The pony ducked behind a pillar, not wanting to be seen.

The mist formed into a black Alicorn with a starry blue mane. The Alicorn landed with a quiet thud and sighed. I was sure that would work this time, but I guess I thought it would work the last three times as well. But i might as well get ready. They'll be here soon, Whose they? A new voice questioned. The Alicorn flinched and aimed her lit up horn at the noise.

A cloaked pony emerged from behind a pillar. I'll ask again Nightmare, whose coming. The astral Alicorn laughed. And why, pray tell do you need to know? Nightmare asked. Well, I see this going down one of two ways, one you surrender say your sorry and return the princess you captured and maybe,just maybe the peop- ponys will forgive you.

She looked at me then started laughing again. And if I refuse? She questioned. Then I kill you bury you then leave, without leaving a trace. She laughed harder at this. but stopped when she saw several throwing darts hurtling toward her face.

She ducked under them and they embedded themselves in the pillar she was standing in front of.

She smirked, you missed. The cloaked pony smirked back, I hit what I aim for, he retorted. Nightmare looked confused for a moment, then she heard a soft hissing noise. She turned around just in time to see the small projectiles explode.

A huge explosion sounded and The antagonist was sent flying. The Cloaked pony ran toward his target, tracking the soaring projectile of an Alicorn. Judging from her trajectory she would hit the pillar that he was running toward right now.

Nightmare impacted the pillar and was immediately pinned by the cloaked pony. Do I have your attention now? He asked. Nightmare Moon growled at this. The pony was kicked off and into a pillar across the room.

The cloaked pony got up and pulled back his hood. And so it begins, he said.

(Play MLP Fighting is magic Nightmare Moon theme by King Sparta)

The two Alicorns drew their weapons, a pair of tomahawks and magic dual blades and charged each other. Shadow Wing being the smaller of the two, slid under Nightmares slice and between her legs tripping her in the process. She recovered just in time to block the Assassins attack and deliver her own counter attack. She turned and bucked with all her might. Sending the Assassin flying past the six mares entering the tower.

Whoa Nelly! Applejack exclaimed as she ducked to avoid the gray and red projectile that flew out the window and into the foggy ravine of doom. The six gasped as Nightmare Moon laughed, Do you not see now? Nightmare gloated. None can oppose me! She laughed.

Think again Nightmare! Shadow Wing said from a tall pillar that just so happened to have a nice backdrop from the moon. The antagonist turned with a gape. How could you possibly- Shadow chose that moment to flare his wings. How could I forget that you have win- Nightmare was cut off as Shadow rammed her full force.

Meanwhile with the Mane Six.

Wow, look at him go! Rainbow cheered. Yeah, the colt sure knows how ta hold his own. Applejack added. Yeah! Go Shadow Wing! Pinkie cheered With a giant foam finger and a drink hat(Distracting the Assassin long enough for his opponent to inflict a nasty gash on his chest)

Oh dear! Rarity exclaimed. Girls we have to help him! Fluttershy of all ponies declared. Fluttershy's right,we have to use the Elements. Twilight added. But how? Their a bunch a rocks. Applejack pointed out. Stand back , twilight warned as she put her horn near the Elements of Harmony. Come on, just a spark! She pleaded to herself while trying to activate the Elements.

This also attracted the attention of Nightmare Moon. NO! She screamed as the Elements started to float into the air. She shot a full power magic bolt at Shadow Wing, sending him flying into a pile of rubble and landing with a loud CRACK! The girls looked at the Assassin and grimaced. Are wings supposed to bend that way? Twilight glanced to Rainbow Dash. Nope, the cyan Pegasus replied simply.

Nightmare charged the elements preparing a magic blast. The six got out of the way not wanting to be in the way of the raging Alicorn. But as Nightmare was about to reach the floating rocks they just fizzled out and fell to the ground. Nightmare stopped where she was and stared for a few seconds. Then she started to laugh. While the girls gasped. Nightmare Raised her legs and stomped the ground causing a magic shock wave and shattering the Elements.

The Six gasped again while Nightmare gloated. Now nothing can stop me! This night will last (Dramatic Pause) Forever! Hahahaha(Lightning flash) Twilight stared in shock. Nightmare Moon just destroyed the Elements of Harmony! Well... Thats it then. I stated gloomily.

That's It!? We all looked to the voice and gasped(for the third freakin time in two minutes!) Shadow Wing stood from the pile of debris. That's It!? He repeated. You come all this way, to say that's it!He demanded as he snapped his wing back into place while all present flinched at the sound.

Nightmare couldn't believe it. Not only did this stallion survive a two inch deep gash in his chest, a fall into a ravine, being thrown around like a rag doll, and a broken wing! But he just gets up realigns his wing ,wraps his injury and is ready for more! This is unfeasible! She declared. Nopony can survive that! Well, he starts. I'm no pony ,he states like it's the most obvious thing in the world. At this point Twilight had gained a determined look on her face(because that's where determined look go ,TROLL FACE)Insert Elements of Harmony get scene cause I forgot how it goes here.

As the Element bearers gained their elements, a Bright light exploded from Shadow Wing Gaining the attention of all present. When the glow subsided, Shadow Wing stood there in silver armor similar to Nightmare Moons (except there are greaves instead of shoes and the helmet looked like a glass helmet from skyrim and covered his entire face except his eyes duh) Nightmare was in shock. This... thing! It's eyes are glowing an unnatural golden hu-

Cole: WAIT!

ME:What?!

Cole: Dude! You know everyone hates seventh Element fics! What are you doing!?

ME: Calm thine toes man! This Isn't a seventh Element.

Pinkie:Hey! whats the hold up? It was starting to get good.

Me: Nothing Pinkie. Cole was curious that's all.

Pinkie: Then Back to the story!

-e it couldn't be pony!(Couldn't be human)

No, he answered. I'm not pony. Nightmare couldn't ponder what he meant by that before she was BLASTED TO OBLIVION BY THE SUPER ULTIMATE FINAL COLOR BLASTER OF DOOMFUL DOOMNESS!...doom :P

The dust settles and the rooms inhabitants regain consciousness. Oooh, my head. Rainbow groaned. Everypony alright? Applejack asked. Oh thank goodness! Rarity exclaimed. Oh rarity, it's so lovely, Fluttershy complimented. I know I'll never part with it again! Rarity added as she swished her newly regrown tail. No ,your necklace Fluttershy corrected. It looks just like your cutie mark. Oh? She said as she looked at her flank. So does yours she pointed lo and behold, it did. Look at mine look at mine! Pinkie squealed as she bounced around showing her new Element. Aww yeah! Rainbow nodded at hers as well. Gee Twilight Applejack started. I thought you were spoutin a lot a hooey But I reckon you were right about us representin the Elements of friendship. She finished.

Indeed you do. A new voice declared as the sun started to rise. Once it had fully risen a ball of light descended into the castle. It flashed and revealed Princess Celestia. All the ponies bowed with the exception of Twilight who quietly gasped. Princess Celestia she breathed happily as she trotted over to her mentor. Twilight Sparkle, my faithful student she said as they hugged each other. I knew you could do it. The Princess said confidently.

But... you told me it was just an old ponies tale? Twilight responded. I told you you needed to make some friends. Celestia corrected. I saw the signs of Nightmare Moons return and I knew it was you who had the magic inside that was needed to beat her. But you could not unleash it until you had let friendship into your heart. She comforted. Now if only another will as well. All present turned their attention to the pile of broken smoldering armor surrounding a small blue Alicorn.

Princess Luna. Celestia declared calmly. The blue Alicorn opened her eyes and gasped. It has been a thousand years since i have seen you like this. Celestia stated. It's time to put our differences behind us, we were meant to rule together little sister. Sister? the Element bearers questioned. Will you except my friendship? The solar Alicorn asked. The Element bearers all leaned forward ,Pinkie did so much that she fell over. Princess Luna looked down. I'm so sorry. She exclaimed and rushed to her sister. I missed you so much big sister! The two princesses hugged each other with tears in their eyes.

Hey! Rainbow shouted. Not to break up the happy moment but where's Shadow Wing? At this everypony looked around the tower. I apparently missed something Who is Shadow Wing? Princess Celestia Questioned. He was an Alicorn like us sister. Luna declared. Yes, if he wasn't so determined to defeat Nightmare Moon we wouldn't have succeeded. Rarity added. And Luna hung her head at this. Sister? What's wrong The solar Alicorn asked. In our fight... I wounded him quite horribly. Yeah but he hold his own pretty well to. He what? The solar Alicorn asked. He did sister If I had Underestimated him I can only imagine how our bout would have turned about. The elder sister pondered this then smiled again. Don't worry my little ponies. I will send guards to look for him, he will be found. And we'll help out to. Applejack added. Yeah! Pinkie declared he helped us,

now it's our turn to help him!

Meanwhile on the roof of the tower The Assassin sat in his human form. The sunlight casting a shadow over his face. And if you looked closely enough you would have seen his lips twitch into a brief smile, then it dissipated. He stood up grew his Alicorn wings crouched and took off into the forest.

Abandoned Bio-weapon laboratory

Deep in the ruined facility a robotic voice rang out as the light flicked to life. Subject 152 has awoken prematurely. Activating retrieval units. As the voice died down a series of metal pods hissed

and opened a deep fog rolling out of each one. A low rumbling erupted from within as two red glowing eyes shone through.

Me: Holy crap this thing was a monster!

Cole:not bad man not bad at all.

Me: I'll admit that armor Ben wore in the last bit was kinda last second and I was actually considering making this a seventh Element fic.

Aritrix: Blasphemy!

Jet: Really?

Me: yup

Shade: Hmm

Me: Thats it for now guys read review and vote for the Oc you want to be in the story. This is wetw-

Pinkamena: CUPCAKES!

ALL:AAAAAAAAAAAAAAAAAAAH(Static)


	5. Chapter 5: so it begins

Ohlo everyone! WetworkzNinja here with chapter five of Second Chances

Cole: last chance guys! Vote Vote Vote.

Jet: Yeah. Even though Nobody voted for me :C

Aritrix: Do not feel down friend ,If I'm right. We will make an appearance sooner or later.

Me: Hey! No spoilers!

Shade: So we will come in later.

Me: No freakin Spoilers!

Cole: Aw don't get your pants knotted up. We all knew you couldn't keep the OC limit at two princess.

Me: What... did you just call me!

Cole: I called you princess Buddy ,what ya gonna d-

Me: FUS ROH DAH! Static

Ch 5 :the second chance

Twilights POV

It's been five days since me and my friends defeated Nightmare Moon and freed Princess Luna. And In that time we have been searching for a missing aquaintance known as Shadow Wing. He is one of the four Alicorns in existance. and if not for him, we probaply wouldn't have beaten Nightmare Moon. We have searched the Everfree Forest along with several solar guards on The Princesses orders. I was currently searching with my friend Fluttershy. Twilight? Fluttershy asked in her usual voice(Close to a whisper)

Are you all right? She asked with a hint of worry. You've been like this all week, is there something wrong? I'm fine Fluttershy, I'm just curious. Why would Shadow Wing help us defeat Nightmare Moon, and then just up and vanish like he did? I don't know, but I'm sure he had a good reason. I was about to agree with her when a Manticore jumped into the road and roared... But, it was only a foot tall. Oh my goodness! Fluttershy exclaimed(more like murmered)

What happened to him? I only statred blankly, I have no idea. We were about to take a closer look when four timber wolves came from the bushes. Uh-oh, I Stated. While Fluttershy only whimpered.

Third Person POV

This doesn't look good Twilight stated. Can't you do anything? Twilight questioned Fluttershy. No, t-t-they're r-really angry, She replied. The two mares were backed into a corner. It was starting to look hopeless, when all of a sudden! A cloaked bipedal figure jumped from the trees and landed in a crouched posein front of the two girls(one of which let out a surprised ,eep!) The cloaked figure rose from it's crouch and looked the wooden carnivores over and looked back at the two ponies.

Are you both alright? The figure asked. But before they could respond, a Timber wolf leapt at the biped. Watch out! Twilight yelled. A blade ejected from inside the figures sleeve and he turned and stabbed the wolf in the face and into the ground. The Timber wolf howled as the ethereal light left it's eyes. The figure then drew two small hatchet like weapons and faced the other assailants. Run, I'll hold them off! The biped commanded. O-ok!Twilight stuttered and ran off with Fluttershy.

Twilight POV

I don't know what to do. That stranger is risking his life for me and Fluttershy. We need to go back. I stated. B-but Twilight. That nice creature told us to run. And he could be hurt right now because of it! I responded. How about this, I'll go back and you go for help how does that sound? She nodded furiously and ran off. As soon as she was out of sight, I ran back to help our mysterious savior.

Ben POV

Well that went better than I expected. I looked over the charred remains of the Timber wolves and let out a long sigh. They saw me in my human form. I was pondering my dilemma when I saw a small bag on the ground. I blinked twice. The bag had residual body heat on the backside. I flipped the bag and it turned out to be a saddlebag. Probably the unicorns, I thought to myself. I shouldered the bag and looked around blinking twice again. Their trail leads toward the town. In the distance I saw an orange pony shaped blur approaching.

Thinking fast, I ran to the nearest tree and sprinted up about halfway before climbing the rest of the way. I hung from my legs to get a better view. Blinking twice again I deactivated my thermal vision and saw the unicorn from five days ago looking around for something and gasping when she saw the burning wolf remains. She looked around and called out. Hello!? Is anypony there. me not being a pony, I didn't answer. He must have defeated the Timber Wolves and left. I should head back and let everypony know I'm fine. And with that, she left. As soon as she was out of sight I jumped from the tree, doing a roll as I landed. I looked at her tracks and followed her at a distance.

About five minutes of tree hopping later I was at the edge of the forest. I stopped in the tree right above the Unicorn and looked on as several more ponies arrived, and from the looks of it, they were the same ponies from five days ago. Twilight! The rainbow maned one yelled. Are ya alright sugarcube? The orange one reiterated. I'm fine girls, That strange being fought off the Timber wolves. Well was he hurt darling? Rarity questioned. No.. or at least, if he was there was no trace of him at all. What are you talking about, he's around here somewhere!

Pinkie declared. I internally cursed my luck. How did she know i was here? I held perfectly still and activated my chameleon mode. It changes the color of my skin to the color of whatever is behind me my outfit is made to do the same as well. The ponies looked up around and even right at me. Are you sure Pinkie? I dont see him. Twilight stated. Well my Pinkie sense told me somepony new was in town. And my Pinkie sense is never wrong, Pinkie declared. Well it's wrong this time, Twilight stated. Twilight? Fluttershy asked. Where did your saddlebag go? At this Twilight looked at her back. Oh no! Mt saddlebag, all of my books were in that bag. Don't worry sugarcube, I'm sure those books a yours aint that important. Applejack reassured(and did a horrible job as well) No! Those books were given to me by my parents before I became Princess Celestia's personal student. I haven't seen them since then. Twilight responded gloomily. Then don't worry Twilight! We'll help you find em! Rainbow declared. Um, tomorrow right? Applejack questioned. Applejack is right dear, It's to dark to look tonight. Alright, oh! Before I forget. I had something to show you all at the library, Twilight informed. Alright, just let me do something and I'll be there in ten seconds flat, Rainbow declared as she flew off. Well alright let's go then, Applejack said. And with that the candy colored equines proceeded to their destination. And so did I.

Several building hopping minutes later I arrived at a large tree house. The ponies all filtered inside and began talking amongst themselves. Ijumped from the nearby building and landed in a hay cart...seriously these things are everywhere.

I hopped out and ran over to the tree. we may speak the same language but their alphabet differs from our own, this could be problematic down the road. I took the bag from my shoulder and looked inside a window. They weren't looking my way, good. I was avout to drop the bag by the door when my Assassin Sense warned me of something coming from behind...and it was really fast. I tried to dodge to my left but it was too late.

Third Person POV

The Assassin flinched and moved to his left, but was tackled by a rainbow colored blur anyway. The human landed and kicked his attacker off of him and spin kicked to his feet. Rainbow dash recovered mid air and scowled at the black clothed monster. What are you doing sneaking into the library. The Assassins mouth opened to reply but was cut off at the door to the library opening. What in tarnation is that! Applejack yelled. At this the Assassin dropped the saddlebag and bolted. Hey! Get back here! Rainbow cried as she and Applejack chased after him. Twilight rarity Pinkie Pie and Fluttershy were Just getting outside. What was that? Rarity asked. I think it was the thing that saved Fluttershy and I earlier today, Twilight informed. Hey what's that? Pinkie asked. The group of friends all looked over to the discarded saddlebag. Oh, it's my bag! Twilight joyously replied. I think that creature was trying to return my bag. Well then we should stop Rainbow Dash and Applejack from scaring him off then, that is, if thats ok with all of you? Fluttershy stated/asked. Oh my I forgot about that We do need to stop those two! Yeah! Then we can throw him a welcome to Ponyville party too! I'll give you one guess as to who said that(heres a hint it might be Fluttershy)

Lets go girls! Twilight declared as they all ran after the mysterious figure.

Done!

Cole: Is it me or are you getting better at this?

Jet: I'll say he is

Me: I dont know, I think I made the mane six are a little ooc.

Aritrix: Well I cant tell.

Shade: Indeed, Thats for the readers to decide and review about 'hint hint'

Me: Listen to the Changeling folks. And by the way if you have TF2 or Terraria on steam Let me know and we can play some time. But for now, That's all guys and gals. This is wetworkzNinja signing out


	6. Chapter 6: the chase is on!

Heyo people! WetworkzNinja here with chapter 6 of Second chances.

Cole: The votes are in people! Drumroll please...or not. It's me!

Jet: If I didn't love you Cole, I'd kill you.

Cole: Yeah well get in line. People want me dead in seventy four and a half different dimensions.

Aritrix: Really now?

Shade: I'm not that surprised.

Jet: Well anyways. We want to let you know that you can ask us questions in the reviews

Ben: You can ask me, or the ponies, even these numbskulls here.

Aritrix: Buddy, you have ten seconds to take that back.

Ben: are you going to make me Crafter? Or are your threats as empty as your skull?

Aritrix: Thats it!

Me: Guys! No fighting in m- WHOA!(ducks under rocket)

Cole: Incoming!(static)

Chapter six: The chase is on!

Third person POV

The Assassin ran through the small town trying to evade his equine puruers. Hey you stop! Rainbow Dash yelled. Her yelling attracted a small group of guards sent to assist in finding Shadow Wing. Now there was a large group tailing the biped. Deciding that he has attracted to much attention The young Assassin proceds to run up the side of the nearest house and clambers to the roof. Seeing this the pegasi all flew up to continue the chase and the unicorns and earth ponies run on the ground. Trying to keep their quarry in sight.

Wanting to end this quickly. Rainbow dash puts on a burst of speed trying to tackle the black clothed monster that tried to hurt her friends. But the biped had other plans. He jumped onto a clothesline connecting two buildings and hung on until he hit the ground looking up he saw his rainbow maned pursuer and let go. Not expecting this, all Rainbow Could do was yelp in surprise before being flung back into the royal gurads behind her. Satisfied with his work ,the teenage Assassin nodded and took off as his grounded pursuers turned the corner.

The chase then led to the market area of Ponyville, and Ben was going to use this to his advantage. He jumped up, under, around ,and even through the ammasment of carts trying to lose the persistent ponies on his proverbial tail. And for the most part it worked ,he lost a unicorn that crashed on his first jump, the two Earth Ponies crashed into another cart he slid under.

All that was left was Applejack, Yall aint gettin away from me ya varmint! She yelled. We'll see, the biped said to himself before he could get much further, he felt the ground leave his feet. Confused, he looked down to see himself floating in a blue aura.

He was about to question this when he was flung into a nearby fruitstand, and from there a house.

The Assassin rose from his human shaped crater left in the side of the building cradling a broken arm and gazed at his attacker. One of the royal guards, a unicorn if you didn't guess. He was about to start running again when he was tackled by a farmiliar rainbow colored blur. Rainbow Dash then threw the monster back into the Everfree Forest. She then gave chase when it dissapeared into the treeline.

After three minutes of searching Applejack had found her. Did ya get im!? She asked eagerly. No, Rainbow Dash grumbled. He got away. Aw horse apples! The cow pony swore. Applejack! Rainbow Dash! The two mares turned at their names being called. Twilight, Rarity, Fluttershy, and Pinkie Pie were running towards the two. What happened? Where's the creature? Twilight asked. I lost him, Rainbow sighed. But he shouldn't be to hard to track, Applejack replied. He was injured when rainbow chucked him in here.

Why was he limping? Fluttershy questioned. Oh, well a unicorn guard got a hold of it with his magic and he threw it around like a rag pony. Rainbow responded.

Oh my goodness! Why would you do that!? Twilight questioned with some anger behind her words. He was only returning my saddlebag! She declared. Well how do you know that? Rainbow Dash Asked. He could have stolen it from you and was coming to attack us!

Excuse me. A new voice asked

the six all looked toward the new arrival and smiled. It was Shadow Wing, the stallion they have been looking for for five days. But he was limping? Oh Shadow Wing dear are you ok? Rarity asked with concern. Ah, so you all remember me? The ponified Assassin questioned. Well it's kinda hard to forget one of the only four Alicorns in existence sugarcube. Applejack retorted. Well... that is good to know, but I do not know any of your names. The six mares blushed, stammered ,laughed nervously, or a combination of all three at this. Actually, maybe just pointing me in the direction of the nearest general store would be nice as well. Why do you nee- At this point the girls realized he had a broken foreleg.

Oh my gosh! Twilight exclaimed. Are you all right Shadow Wing!? Hmm? He questioned, as he looked to his splinted leg. Oh, I'll be ok, nothing a few days in this splint won't fix. Oh no your coming with us to get medical attention, Twilight declared. It could get even worse if that leg isn't taken care of properly!

Well I appreciate the offer but I'-. The young Assassin didn't even finish before he was litterally being dragged away by the purple Unicorn. Oh no, your coming with me and were going to the hospital. The Fake Alicorn grimaced. He knew if they had x-rays this wouldn't go well. I don't like hospitals. The Assassin replied. Oh, well why is that? The Purple mare questioned. Well, I'm what you would call a... special case. And why is that? She asked as we emerged into Ponyville. It's... hard to explain really.

Well we have quite a bit of time darling, we wouldn't mind. Rarity added. The young Assassin sighed, I'll hazard a guess that you lot won't let this go will you. Nope! Yer stuck with us sugarcube. Applejack assured.

Then if you insist on knowing, I would prefer it be in private. It's not a pleasant subject. Shadow warned. Well we can go to the library, Twilight offered. It's not to much farther from here. Then let's not waste time, this isn't exactly comfortable. The young Assassin complained. Right, it's just a few minutes away from here, Twilight assured.

The group arrived at the library a few minutes later and Twilight went to get some bandages. While waiting for her return the other five mares tried to get to know Shadow better. So Shadow darling, where are you from if you don't mind me asking, Rarity questioned. The fake Alicorn sighed, he knew they would ask something along those lines. I don't really like talking about it. It wasn't a lie, that much is for sure.

Oh! Well I didn't mean to dredge up unpleasant memories dear, Rarity appologised. It's fine, you didn't know, that's all. The Shadow reassured. Well how about why yer here, not that we don't want ya here or anythin! Applejack quickly added. No It's fine, I'm just a traveler, I would go from town to town looking for a suitable place to stay. And I think Ponyville will do quite nicely, the Assassin explained. That doesn't explain why you have all those weapons in your saddlebag, Rainbow accused.

Well the route through the everfree forest isn't exactly safe to travel unarmed especially if are alone. Shadow pointed out. I found the bandages! Twilight announced as she entered the living room. Ah, thank you ,Shadow responded gratefully as he began re-splinting his mangled appendage. Why don't you use your magic? That is, if you don't mind me asking, Fluttershy asked meekly. The false Alicorn sighed. I don't know how.

What!? Everyone but the Assassin yelled. How can an Alicorn not know how to use magic! Twilight yelled. That just doesn't ma- My parents died before I could learn. Shadow cut in calmly, still wrapping his splint.

Oh... Twilight responded. I'm sorry, She added. It's fine, Leave the past behind you and it's easier to cope with. Besides, you had nothing to do with it so don't be sorry. He added. Ah that should do it, he announced as he finished tying off his splint. Hey, where did your pink friend go? Shadow questioned. Who Pinkie?

Oh she does somethin special for everypony new in town, Applejack responded. Hmm, well I thank you for your hospitality, but I should really be going. Shadow announced. What!? No, your not going anywhere with that leg of yours broken, Twilight declared.

Well again I thank you, but I reall- Twilight!

A new voice yelled. All present looked to the new comer, a purple dragon with a green belly and frills. The princess sent you a letter. He said as he handed a scroll to the purple unicorn. She quickly scanned the letter before announcing, she want's to know if we found Shadow Wing yet. Spike, take a letter. The small dragon then produced a quill and scroll. Dear Princess Celestia.

Princess Celestia POV

This Is good news indeed sister, Princess Luna said. And I agree sister, another Alicorn is great news, but this bipedal creature in the Everfree Forest has my interest. And what about it has thee so interested dear sister? It sounds an awful lot like a human Twilight was describing. The solar Alicorn replied. A human! The younger sibling half shouted in surprise. Are you sure sister, they have been extinct ever since... You don't need to say sister, we both remember it. But It never hurts to be cautious, That is why I am inviting twilight and her friends here to see this new Alicorn for ourselves. Then we shall see if my paranoia is justified or not.

Done.

Alright guys and gals there's chapter six for ya. Now I just want to let you all know I really appreciate all the reviews and feedback. It helps inspiration wise. Also, I'm planning on making a TF2 story after I'm done with season 1 here. And speaking of TF2, My steam name is wetworkzNinja just like it is here. I'm also going to respond to your reviews in the story from now on. I think thats everything so. This is wetworkzNinja signing out, God bless guys.


	7. Chapter 7: Nightmares or memories?

What's up people. Wetworkz here with a new chapter.

Cole: Am I in this one?

Me: nope, not yet.

Cole: Darn it!

Jet: Oh get over it you'll be in it soon enough.

Aritrix: To true Madeline to true.

Me: Anyway on to the reviews.

To, uglymod: as always, I thank you, and turns out there's three different uglymods so I'll neede you to friend me.

To, MorningGale: That's good to know, I appreciate it.

To, guest: I'll keep that in mind, I didn't know it was a problem.

To, SockMarionette: What image?

To, Night Shade1234: Cole: Thanks man! Wetworkz always appreciates good reviews. But he also wasnt's to know what's wrong with his writing, just a little fyi.

Me: Alright that's all for now. On to the story!

Chapter 7: Nightmares or memories?

Shadow Wing POV

I found it strange that miss sparkle sends letters by burning them. Magic or not, It is still strange.

Anyway This, Princess Celestia replied to her letter in just a few minutes. I found it odd that her letter got through so quickly, but I was then informed that Twilight Sparkle was the Princess's personal student... and the only pony in Equestria with acsess to dragon fire.

"We'll I dont know about you all", "but I'm a might tuckered out, goodnight everypony," Applejack said. "Goodnight Applejack", Twilight said."Aj's right, it's getting pretty late, I'll see you tomorrow everypony", Rainbow Dash announced as she gave one last glare to Shadow Wing. She walked over to him and whispered. "You better not hurt anypony, especially not my friend's, or I will mess you up so bad they're gonna have to glue you back together",she threatend. "If I wanted to hurt anypony, especially you or your friends, I would have done so long ago", the Assassin responded. At this, the rainbow maned pegasus only glared harder and walked away.

Several goodbyes later, only Twilight, Spike , and the disguised Assassin remained." I never got the chance to ask how you broke your leg earlier", Twilight declared. The Assassin, was reading a book on Pony history, "I got into a bit of a scrap with a pack of manticores, nothing major", the young Alicorn responded casually. "A pack of Manticores! Are you crazy! You could've been killed!" Twilight yelled. "But I wasn't was I? The Shadow replied. "And before you go into some rant on how I could have died or something along those lines, let me assure you I have fought much worse than a few over glorified kittens, he added. Like what? The Unicorn questioned.

"Well for starters, fifteen Timber wolves, three very angry Cockatrice's, a Knight of Kronos and his lackeys, And don't forget Nightmare Moon". The False Alicorn retorted. "But that doesn't mean you can just run around fighting every monster you see, It's still dangerous, Twilight scolded. "Danger is my middle name miss Sparkle", The Assassin explained without looking from his book.

But that doesn't ...it's just...argh! Twilight stated, annoyed that the gray Alicorn stallion was shrugging off her questiones like he was. I don't mean to sound rude miss Sparkle, I have been doing this almost my whole life, danger loses it's meaning after a while, Shadow Wing stated calmly. And since you insist on my staying here, where is it you wish me to sleep? Oh-um, I forgot sorry, Twilight stammered. Well I can pull out the old mattress but It'll take me a little while, she added. "No, the couch will do just fine, but I thank you for the offer". The young Assassin responded. "I can't let you sleep on the couch, what kind of hostess would I be if I let you do that"? She replied.

"And what kind of guest would I be if I asked to much of my hostess? I said, I would be fine on the couch", "Believe me, I'ts a big step up from a cave floor", the Assassin replied. Twilight sighed, "alright you win, You can sleep on the couch, "Twilght said exasperatedly.

"Again Miss Sparkle- "Just Twilight please, It makes me fell old when you call me Miss Sparkle. She said with a slight smile"."As you wish Twilight, as I said before I don't mean to sound rude... I just have a hard time...expressing myself", Shadow replied.

"Oh? And why is that? She questioned.

"Well...to put it simply...the part of my brain that allows me to show emotion... was destroyed long ago". Shadow Wing explained. What!? How did that happen!?she asked. The Assassin simply sighed(because he can't chuckle) "Some very evil people Twilight, very evil", Shadow added. Don't you mean ponies? What are people anyway, the purple Unicorn questioned. "A simple slip of the tongue dear Twilight, I haven't slept in five days and I'm just...tired, The Assassin explained.

"Five days!? How are you still standing?" Twilight asked. "I am just used to traveling is all. And I always had to be on the move ,never staying in one place usually means little or no sleep." Shadow expalined. "Well, then I'll let you get some sleep, Goodnight Shadow Wing," Twilight spoke with a yawn and left for the upstairs. "Goodnight Twilight, "The Assassin replied. The purple Unicorn then shut out the lights. The Assassin Said a silent prayer, thanking the lord that he was given this "Second Chance" before falling into a light sleep.

Princess Luna POV

(Warning lots-o-violence )

"OH how good it feel's to be back"! I excitedly thought to myself. I had finally regained enough strenght to raise my moon again and I was thrilled! I had just raised the moon not too long ago and I was just beggining to do my second duty as Princess of the night. Watch over our subject's dreams, I had just repelled my fourth nightmare for the night, Which was a gray pegasus mare being chased by large muffin shaped monsters with very large teeth. I was currently just basking in the glory of the dreamscape( If you've played SSBB, think subspace but with white instead of black) When I saw a nightmare appear, but this was different from most nightmares. While a normal nightmare in the dreamscape takes on the appearance of a purple and blue buble swirling with some kind of fowl concoction, this particular Nightmare was Black and red! I could feel pure malice and fear coming from this monstrosity, so I wasted no more time and dove in.

What I saw Haunts me to this day.

It looked like a large stone and glass city with bodies of what looked like...humans, mauled and mutilated almost beyond recognition.

Blood streamed down the the walkways and smoke rose from the many fires, creating a large cloud that blocked out the sky.

Sounds of conflict rang throughout the city suddenly. I steeled myself and flew toward the battle.

And I saw a human girl, garbed in gray and red, cradling the body another dying human girl not to much older than her from her appearance. The girls hands were coated in blood and she also was wounded, I couldn't make out their words from my position and couldn't get closer to them without alerting them to my presence. "Tia was right, it is a human" I whispered to myself. The older females voice was quieting, a sign that death would soon take her. At this point I could make out tears on the youngers face, When the silence was broken by a loud explosion.

The smoke cleared and the younger girl was flung through a nearby building while the older female... there was not much left of her. I gasped at the sight and the younger female who had just recovered clenched her fists and screamed. That cry, it was filled with loss, pain ,and anger. The girl looked in the direction of a loud noise, her eyes sparking with golden lightning. I saw a large group of humans, or they resembled humans. Some wore strange armor, while others wore none, but one of them stood out to me.

It wore a blue cloak and it's face was shrouded by a hood,I just couldn't place my hoof on it but I swore he looked farmiliar. This particular human called out to the boy. "Give it up 152, you've caused enough blood loss, if you surrender we can end this peacefully," The human declared. This only enraged the girl more. "The only blood spilled on my account today was my own! I will not let you take me back so those power hungry ****** can use me to kill one more person!" The girl yelled as her eyes started to gain a golden hue.

"Your lying to yourself 152, what would your family think of th- I never had a family!" The girl interupted. "Whatever they told you about me, they lied ! I was created for the sole purpose of killing! And nothing else, and when they couldn't get me to kill! They altered my memories to remember a family I didn't have! And they threatend me to do what I was told or they would kill that family!" At this point, The girls eyes were giving off a blinding yellow aura. "This just shows that you've been blinded by rage 152, you need to come with us Logan- NEVER CALL ME THAT NAME! The girl yelled, her eyes losing they're golden glow.

The girl then collapsed to her knees, and wept. Never...never c-call me th-that name she weakly yelled before she was shot by a small dart like projectile from a human clad in armor that made it look like a bush. The girl let out a pained gasp. She looked toward the dart, then to her attackers. Before letting out a quiet vow, I-I will avenge D-D-Dais... then she collapsed.

The nightmare shifted to a new place, A labratory from the look of it. There were two humans, the hooded one from before, and a new one in a long white coat. Again I thank you for your help Cobalt flash, The human in the white coat said with much grattitude. All in a days work doc, how is she?

The cloaked human questioned. We sent her back to her family, she's still in a comatose state though, we don't know when she will wake up. Alright doc, let her know that I'm sorry for what I did. The hooded figure added. Oh I will don't worry, Now I wanted to show you something, the white garbed human said as he flipped a switch. A strange pod like object was then then revealed and became transparent, revealing a human male that looked to be about the same age as the young girl from earlier, suspended in some kind of liquid. This will be Logan's succsessor as guardian. Good job doc, well if that's- The dream just stopped. I wondered what happened when I noticed the boy in the pod had opened it's eyes and was staring at me. His golden eyes glaring daggers at me when the dream just cut off entirely. I fell on my behind from the shock of what just happened. I was kicked from that dream, Nopony has ever had the power to kick me from a dream before.

I picked myself up and dusted myself off before heading for my door. My sister must be made aware of my discovery.

Got it.

Alright guys there ya go chapter 7 done

Now hear this. I'm in need of a co author if anyone's willing. If your interested, you need to be good with oc's and Pinkie Pie cause I just can't do her for some reason.

That's all for now guys. This is wetworkzNinja signing off.


	8. Chapter 8: Revelations

I'm Back!

WetworkzNinja here with Chapter 8.

Cole: Am I in this one?

Me: Nope.

Cole: Dang it man!

Jet: I am really getting tired of your complaining Cole.

Aritrix: As am I.

Shade: Me three.

Cole: Oh well boo hoo, some people sound a little butt hurt cause they weren't picked(insert Troll face here)

Jet:That's it!

Me: NO! This was the third time I've cleaned this place up after you guys trashed it!

Cole: Whew, Thanks m-

Me: So take him outside(another troll face)

Cole: I hate you so much.

Reviews

Gen the DJ: I'll keep that in mind, again I didn't know that was a problem

uglymod: As always, thanks for the reviews. And none of them have an emblem. Did I choose right?

The guest: Yeah, I heard about that too.

Me: Here ya go, Chapter eight

Chapter 8: Revelations

Shadow Wing POV

"I awoke with a start. This wasn't a new nightmare, I had seen it many times before." But who was that Alicorn? I looked around and noticed that I had ripped up the couch.

"How am I going to explain this?" I thought to myself. While I was contemplating different ways to explain why Twilight's couch looked like a rabid animal tore into it. I didn't notice the quiet hoofsteps coming down the stairs." Shadow Wing?" I froze, "Time's up," I thought to myself." "I heard you talking to... she stopped mid sentence and her eyes opened wide, Shadow Wing? Why is the couch torn up like that?" she questioned.

"Well," I started. It might have something to d-...I raised my hoof to my head to scratch it when I felt a jab of pain go through my head. I heard Twilight gasp and looked to her. What, what is wrong? I questioned . Y-y-your h-h. "Twilight, what's wrong!" I demanded while looking to my hoof... "Oh , that's what's wrong."

I should probably explain what happened in a little more detail. If you have not figured it out by now, I am a Bio-engineered shape shifting super soldier. With no true family to call my own. I can see in the dark, see in thermal vision, hear a pin drop from two hundred feet away, run at sixty miles per hour, lift up to two tons, regenerate lost limbs over time ...and I have a special type of metal that runs through my body along with my blood.

It is called Element 152, or ' Psycho Steel '. And as the name implies, I can control it Telepathically.

Changing it from liquid to solid at will, I mainly use it as a weapon. From a small blade emerging from the bottom of my wrist, to a chain knife, a sword ,etc.

It does have other uses as well, such as. Helping mend broken bones. (rendering a cast inferior) Full body armor, at the cost of reducing effectiveness of my senses exponentially, and causing a severe loss of speed.

But back to the topic at hand, I had ripped Twilight Sparkle's couch almost beyond recognition with my bladed hoof and forgotten to retract it. And now I had to explain why there was a large knife protruding from my hoof.

"Shadow Wing... Why is there a blade coming from your hoof!?" Twilight almost yelled." Well... I'll just come out and say it... I was genetically engineered to be an assassin." I spoke softly. "I can run much faster than an average pony, lift much more than even the burliest of Earth Ponies, see in the dark and thermal signatures, hear a pony's heartbeat from fifty feet away, regenerate a lost limb in approximately a week...and I have this as well, I replied as I motioned to my hoof blade.

I expected different reactions from the half asleep purple unicorn. Denial, fear... but definitely not acceptance.

"And you've been able to do all this since birth?" She questioned. "Not birth per-Se, more like creation." I corrected." What kind of ponies would do that!?" Twilight nearly yelled. "Would you keep it down! I'm still trying to sleep! "Spike shouted. At this, I looked out the window and noticed it was still quite dark out. "We should probably keep our voices down... But yes, I have been able to do all of what I just described to you all of my life." I replied. " And is that part about you losing your emotions true as well?" She asked.

I sighed. " Yes Twilight, I am no longer capable of expressing emotions. "And, again what kind of evil pony would do all that to a colt!?" Twilight quietly shouted. "Very terrible and evil ponies Twilight." I replied. "I also request you keep this as secret as possible, I really don't need any more attention than I already get." I requested. "But I can tell my our friends right? They should really know this." She responded. I sighed," If you must" I replied. "Thank you Shadow Wing, I know this can't be easy to go through. But now you don't have to bear your burden alone." Twilight spoke with a comforting smile.

I felt my lips twitch, trying to form a smile to return to my gracious hostess, but it wouldn't come. "Thank you Twilight, I appreciate this, very much so." I thanked. "Do you have any other questions? It's quite a while until sun rise and I can't get any sleep when I have had a nightmare.

Twilight looked thoughtful for a second. "So that's why you tore up the couch." She spoke quietly.I flinched, "I apologize for that, I will replace it when I gather enough money to do so. I apologized."Oh it's fine, I was going to replace that old piece of garbage anyway." she laughed. "By the way, I had a book I wanted you to read on basic magic." She added. Once again I flinched." About that, I also don't know how to read." I said somewhat sheepishly.

Twilight's eyes widened. "then why were you reading that book earlier?" She questioned. "I know a different written language and I wanted to see if there were any similarities between the two." I explain "First you tell us you can't use magic, now you can't read? What's next, you can't fly either?" She spoke while flailing her hooves around for emphasis. Then she paused. "you can fly, right?" "Of course...but it's more of an assisted glide." at this, Twilight facehoofed. "We have a lot of work to do," She sighed

Four hours later

* * *

"Twilight has been nice enough to give me a crash course on the pony alphabet. Oddly enough the names and sounds of each letter are the same as the English alphabet, the only difference being their written appearance. So I learned that quite fast."(thanks to my photographic memory) "I think it's time to take a break, I have somewhere to be in a little while." Twilight informed me. " Then by all means, don't let me hold you." I reassured. "You know Shadow Wing, for a stallion without emotions you sure are polite." Twilight said with a smile. "Thank you Twilight, You and your friends are the first ponies, to show me any kindness in a very long time." I spoke with much gratitude. "What time do you wish to tell your...our, friends about me?" I asked. "Oh, well the princess's wanted all of us to come to Canterlot today, they specifically asked for you to come as well."Twilight informed. "Hmm, do you know when they wished to see us?" I questioned.

"At sometime around noon, they also paid for the train ride to and from the city." she added. "Well that was nice of them, Twilight?" I asked. "Yes Shadow?" she replied. "How do you think the Princess's will react to...me?" I questioned. "Oh I think that they'll really like yo- No, I mean me." I interrupted and ejected my hidden blade for emphasis. "Oh... Well, I don't know." Twilight said. "All I'm asking for is if they will react with hostility or peace." I added. "Well, There's only one way to find out I guess." She replied. "wonderful , I'm going to meet two of the most powerful being's in Equestria, and I could be walking into a potential death trap." I retorted. "Oh don't be so negative, I'm sure it will go fine." Twilight added. "Do I have your word?" I asked.

Twilight looked unsure for a minute but then replied. "Yes, I promise that the princess's will not do anything to harm you." I was skeptical, but I will give her the benefit of the doubt. "Alright, but I am going to hold you to that. Now is there anything you need me to do before we leave?" I asked. "Well now that you can read how about trying that magic book I gave you." She suggested. "Hmm, very well, I will start on it now." I replied. "Good, I'll be getting my things together for our visit to Canterlot." She responded. "Alright, I will be here." I replied as I opened the book and began reading.

A few minutes later I had finally gotten into the first spell: Levitation. "Alright, the levitation spell is the most basic spell a Unicorn can learn, and is almost always the first spell young Unicorns learn. "Interesting." I thought aloud. "To use this spell, focus on the object you wish to levitate and imagine it floating. Hmm, seems simple enough." I said to myself.

I set the book down and closed my eyes, putting all of my attention on the inanimate object. I then imagined it floating around the room, I opened my eyes and lo and behold. The book was slowly flying around the room surrounded by a gray aura. "Well that was simple enough. What's next?" I spoke to myself. I heard hoof steps coming down the stairs. I looked toward them and Twilight appeared. "Spike! Have you seen my... Shadow Wing! You already learned the levitation spell? The purple unicorn questioned. "Well, yes " I replied while floating the airborne book back to myself to learn what was next. "But, it took me almost a week to get it just right. How did you do it so easily?" She questioned. "Well, I am very good at focusing, so that might have been a factor. Besides, Is levitation not the most simple spell a Unicorn can learn?" I questioned.

"Yes, levitation is the easiest spell to learn...but It isn't very easy for most unicorns to learn. "Well, I am a fast learner." I said to myself. "Yeah, I guess that does makes sense." Twilight pointed out.

I looked to the clock and noticed it was five minutes until we needed to leave. "Twilight, I think we should be going soon. Are you prepared?" I questioned the purple Unicorn. "Yes, I'm ready. Do you have everything you need?" she returned. I motioned to my bag. "unless you want me to fight a small army...then yes. I am ready." I replied. Twilight giggled at this. "Then if your ready, Spike!

Yeah Twilight?" The baby dragon responded from upstairs. "Shadow Wing and I are leaving for Canterlot, your in charge of the library until we get back OK?" She asked. "No problem Twi, have a good time." Spike replied. "Ok, bye! Twilight said as we walked out of the door. "Alright Canterlot here we come." I thought to myself.

* * *

Third person POV

Twilight and Shadow were walking to the train station when they met up with Rarity and Applejack.

"Howdy Twilight, Shadow." Applejack greeted. "Good morning Applejack, and you too Rarity." Twilight returned. "It is good to see you both as well, I trust you are doing well?" Rarity asked. I'm doing fine, How might you be doing this fine morning?" Shadow replied. At this rarity somewhat blushed. "Oh, such a gentle colt, but I am doing fine Shadow dear thank you for asking." Rarity responded. "It is no problem miss Rarity. Are the others on their way?" Shadow replied. "Ah think their waitin for us at the train station."Applejack answered. "Then let us be off, I consider it rude to leave peo-...Ponies waiting." Shadow added. "I agree with Shadow Wing, we're going to be late if we don't go now." Twilight pointed out. "Then let's get moving. Rarity added. "

there ya go people, chapter 8

Cole: Yep, you're definitely getting better at this.

Aritrix: Indeed, I definitely see improvement.

Jet: Are you sure you haven't done this before?

Me: yeah. I'm pretty sure I haven't. But anyway, I'm going to start making the chapters longer. Making the update time less often. BTW, I'm still looking for a Co-author if anyone is willing

And I think that's all for now guys and gals. This is wetworkzNinja saying goodbye for now

God bless people.


	9. Chapter 9: Revelations

"Yo wassup people, wetworkzNinja here with the next chapter of Second Chances. Also, I got a co author. Everybody, meet davidtechlife."

David: "Hay there legary gamers and mlp fans :)...just decided to co-author with wetworkz here so leave reviews on what you think of the upcoming chapters"

Cole: "Good to have you on board dude."

Jet: "Yeah, It's always good to have a new face around."

Aritrix: "Too true Madeline."

Wetworkz: Anyway on too the reviews.

Uglymod: I don't need luck when I got God watching out for me, and I can't wait till we play some TF2 and Terraria together dude!

Davidtechlife: I appreciate it amigo. I'm always happy to bring a smile to peoples faces, either with my writing or in conversation. And I'm not too sure it's the best yet. But I'm sure if we play the cards right, we can make it into the best.

The guest: Thanks, I really love hearing that people like this story. And also, he activates his super hearing in certain situations...and he rarely goes into busy areas like that anyway.

Reviews over for now, so onto the story.

Chapter 9: who will save me now?

I recommend listening to Les friction: Who will save you now?

Payne's POV

all I could see was darkness.

Everywhere I looked there was nothing but endless black. I don't know how long It was that floated through the dark void until I heard a voice. "Logan..." No" I thought to myself. "Never Call me that!Never!" I yelled to the void. "Aww, does somebody wanna hug?" a new voice called from the darkness.

I turned frantically, looking for the source of the voice, when I saw him.

The accursed being responsible for bringing me back to those evil ******** that created me. The Knight of Kronos just stood there smirking at me. I hated that arrogant being with a passion.

I ejected a chain knife from my left wrist and flung it at him, when he just dissapeared in a puff of smoke. I heard laughter and then another voice. "I see you still have anger issues 152. even when we took your emotions from you." NO" I shouted. "I killed you! I killed you and the rest of your vile followers!" I screamed as a man in a lab coat and gray hair appeared in front of me. "ah but you did." He retorted mysteriously. "but I will haunt your dreams and nightmares, your every waking moment will always remember those you killed." The people 'You' made me kill!" I responded. "No, we didn't make you kill anyone, you killed all of those hundreds of people on your own. And they will follow you to your grave as well. Isn't that right everyone! He shouted.

And as if summoned by his voice, people appeared, slowly at first all murmuring their hate for me. Then they started coming faster and faster, their voices increasing in volume with each new person. I eventually collapsed, clutching my head and covering my ears . It did nothing to block out the cries of hate and agony. And to make it worse, I recognized each and every one of the people there. I could name them off 's what I hated about myself. I never forgot a face. It went on for an eternity to me before I felt wind rushing rushing by me. I opened my eyes and saw a giant smiling visage with pointed teeth, black eyes with red irises. And worst of all...that cackle. I can't experience fear...but I swear I still felt a chill go down my spine. The face then shouted and opened it's mouth while getting closer.

* * *

Shadow awoke to six concerned mares. he looked around and immediately he remembered where he was. he was on the 'Friendship Express' and Twilight, Applejack, Rarity, Pinkie, Fluttershy, Rainbow Dash were going to canterlot.

I sighed and slouched into my seat. "Shadow Wing? A-are you all right? Twilight asked with concern. "I am fine Twilight It was a dream... It was.. just a nightmare, I will be fine." Shadow replied. "Another nightmare? Shadow Wing, that's two nightmares in eleven hours!" Twilight responded. "Shadow Wing merely hummed. "Really? Then that would be a new record, usually it's seven or so." Shadow continued. Shadow darling I'm not a psychiatrist, but I am pretty sure that is not normal." Rarity commented. "Yeah, I'm with Rarity on this one That's anythin 'But' normal." Applejack added. "The concern is appreciated girl's, but unnecessary. I have had my five hours of sleep and should be goo until tomorrow night." Shadow assured. "Umm, That didn't reassure us...like, at all." Twilight deadpanned. "Well, there is nothing I can do for that...I do not mean to change the subject but is that our destination?" Shadow questioned.

At this, every pony present turned their heads to the window. And there it was, the Equestrian capital, Canterlot. At first glance it looked like your average medieval castle town. But it was so much more with a closer look.

The seven ponies all stepped off of the train and looked to their surroundings. "Wowie zowie this place is big!" Pinkie spoke excitedly. "Hoo-wee! I second that Pinkie!" Applejack added. "I do not mean to rush you but I believe we have somplace to be." Shadow urged. Shadow Wing is right, I'm pretty sure we should be going...That is, if you don't mind." Fluttershy quickly added. "Right, Let's go girls." Twilight said. "Ahem...and Shadow Wing...sorry." Twilight corrected.

As the six friends and Assassin made their way towards the castle several cloaked bipedal figures in strange armor materialized on a ridge about forty yards away.

"Subject 152 located. Pursue and capture. Specifications: Alive and mostly unharmed is optional but not necessary. Commence retrieval now." And with that the figures vanished into thin air.

* * *

The six ponies and false Alicorn were now just outside the castle gates and were about to enter.

The royal guards let them pass, but not without giving Shadow Wing the evil eye. The guards weren't prepared however for Shadow Wings take on the infamous 'Stare'. "What was that all about?" Rainbow asked. Standard guard protocol. Intimidate potential threats and they might not do something stupid." Shadow stated calmly. "Were you in the guard or something?" Rainbow Dash questioned. "No, but in my line of work you pick up subtle tactics like that." Shadow responded. And just what is your 'line of work?' Rainbow prodded. "Keeping secrets" The Assassin stated without missing a beat. "What kinda secrets?" Applejack asked curiously. "I wouldn't be doing my job very well if I told you." The False Alicorn retorted. "But our argument can wait until later. We are here." Shadow stated. The seven ponies looked at the massive throne room doors, they were two golden doors with a carving of the sun on one side and a moon on the other. Applejack let out a low whistle at the sight. "Ooh, it's so shiny!" Pinkie said with a bounce. "the two guards standing by the doors spoke to the group as they neared. "The princess's are waiting for you inside." the first guard stated. "Thank you." Twilight replied, and the girls all walked in through the golden double doors. But shadow Wing was stopped by the guards crossing their spears in a threatening manner, almost causing him to eject a hidden blade. "The Princess's requested an audience with the Elements of Harmony alone. You are to stay outside until their meeting is over and you are summoned." the second guard declared with a glare. At this Twilight flinched. Expecting the Assassin to start a fight. But thankfully he repressed the urge. "If that is what their majesties wish, who am I to question them." He responded. "I will wait for you all out here, go. They are waiting for you." Shadow stated.

The six mares looked at each other and then nodded. "Alright Shadow, we'll come get ya when were done OK?" Applejack spoke. "I will be here, It is not like I have somewhere to be." Shadow replied. At this the six girls nodded and walked into the throne room.

Shadow Wing POV

I decided I had some time to kill before the girls were done talking to the princess's, and so I decided to touch up on my somewhat rusty skills. I had found out that ponies could grip things as if they had invisible fingers. Due to this fact I can still Climb buildings normally. First I was going to test my different vision types. I blinked twice and my eyes gained a slight purplish aura. I looked towards the two Unicorns standing guard and they gave off a thermal signature. "Alright, thermal looks good, now enhanced." I said before slightly squinting. I started zooming in on several sparring guards in the training grounds, each one encompassed in a small square and a small bar appeared above them as well. "Enhanced is working properly as well, Now stealth mode." I spoke to myself. I looked around seeing if I was being watched before nodding to myself. To anyone watching, I would have simply faded from existence. But in reality my skin cells were creating a light bending aura that encompassed my body. I looked myself over and nodded again before climbing the nearest pillar, and from there the roof.

I De-cloaked myself before moving to the next stage of my self diagnosis. Weapons

I ejected my good old hidden blade before studying it. It appeared to be fine so I morphed it to one of my more tactical weapons, the chain knife. As the name implies, It is a simple one edged knife protruding from the the bottom of my wrist and bound by a chain. I mostly use this to catch fleeing targets or those out of reach of my usual melee weapons. "Alright time to use the- Shadow Wing!?

A voice I recognized as Rarity called. I immediately jumped from the roof landing at the six ponies feet in a crouched pose, scaring most of them and causing the others to flinch. "That was quite fast." I said to my acquaintances. Oh...well yes we just told them how we found you and they wanted to talk to you." Twilight replied with a nervous smile.

Every warning system in my body (artificial and natural) was screaming at me to run. I sighed, I would give them the benefit of the doubt. Twilight promised that the princess's wouldn't harm me, and if they tried then they would stop them...right?

I walked into the throne room with my six 'friends' and I immediately noticed the Princess's. ( they were quite hard to miss) After all of the good things I had heard from the girls I thought the faces I would see would be smiling and motherly.( not that I would know what that looks like) I was instead met with scowls. If my warnings weren't loud before they were tearing my head apart.

When I got closer I kneelled respectfully, but didn't fully bow. "Greetings Princess Luna and Celestia, I trust this morning has gone well for you both." I greeted. "we are doing fine young Shadow Wing,thank you for asking. Were you the one who helped my student and her friends?" Princess Celestia questioned. "Yes, I did assist in the defeat of Nightmare Moon, but they would have succeed without my aid either way." I replied. "Do not sell yourself short young Alicorn, not many could hold their own against my Nightmare form in direct combat, let alone almost defeat her" Princess Luna commented. "I was merely doing what I thought was right." I told them. "Did you really do it for those reasons? My student has told me of your past."

I flinched. "Yes. And?"questioned cautiously. "We think you may have had an alternate reason to defeat Nightmare Moon. Now what reason was that Young Alicorn... Or should I even call you that? Princess Celestia questioned. Screw it, I should have listened to my instincts. I Turned and put everything I had into running. I had made it to about halfway to the door before I felt a sharp pain run through my body. I slammed into the large doors and convulsed in pain. I was screaming... It had bee years since I had felt something this painful, Something was forcefully changing me. This was it, I had ruined my 'second chance'. And now I was going to pay for it.

* * *

Third person POV

The six mares couldn't believe what they were seeing. Not only had the Princess's attacked their new friend. But he was now changing in appearance before their eyes. And now laying before them

was a bipedal figure not unlike the one they saw running throughout Ponyville. It wore a gray robe with a blue sash and belt, dark gray cargo pants, and gray boots with blue straps. And unlike the creature they all saw before this one's hood was down, revealing a pale figure with golden eye's and long flowing blonde hair.

Twilight didn't know much about the difference between male and female when it came to the creature before her but she assumed it was a girl.

* * *

Wetworkz: now I know what most of you are thinking: Aw man. It's metroid all over again. Yes the dude you thought was a dude...isn't a dude. But there's a good reason for that. Which will be explained pretty quick. A/N over.

* * *

"Shadow Wing?" Twilight questioned. The figure looked to Twilight. "More...or l-less."

The figure responded. Twilight was about to question further when a large group of royal guards entered from all sides. Seeing this, the Assassin bolted to her feet. "I thought you said they wouldn't do this!?" The Assassin half yelled to Twilight. At this, Twilight bowed her head and did'nt respond.

But before the female assassin could question further a royal guard Pegasus charged from behind. Thanking the lord those idiots gave her an Assassin sense, she turned and delivered a powerful gut buster punch to the unlucky Pegasus and sending him crashing into the ceiling.

A few of the less experienced guards stood there gaping while the others charged their horns or prepared to attack again. "Anyone else?" the Assassin asked. Aggravating several more guards. Two more came from opposite sides of the Assassin seeing this the Assassin grabbed the first earth pony and threw him into the other earth pony's legs tripping him, the Assassin runs over and kicks the first in the face and knocks him out as the second gets up again. The assassin used her forward momentum to drop kick the pony into another group of guards...making a sound similar to bowling pins crashing.

The fight went on for another minute. The former Shadow Wing was throwing, punching, kicking, flipping, dodging, and at points. Even vanishing. There was a large pile of injured or unconscious guards. The Assassin was feeling confident( but not overconfident, she never underestimates an opponent) before she found herself floating in a golden aura. Knowing this feeling from before. She looked around the room before finding the magic user. It was the Solar Princess herself, glaring at the Assassin. If you surrender now then we will not use the elements of harmony to finish you. The princess said while gesturing towards the very six ponies the Assassin had come to trust. "So this...is what I get for trusting you. A knife in my back, and here I thought you all would be different .But I was wrong brought a tear to Twilight's eye, she didn't want to do this but the princess's told her too. At this, the Assassin pulled her limbs toward her body and blue and gold sparks started to run along her body. The princess saw this coming t a second too late. Take cover! She shouted as the Assassin expelled all of the energy she had, flinging all present to the other end of the throne room.

As the ponies recovered they all looked to the Assassin who was just sitting there waiting for them to rise. She was just sitting there cross legged and staring at the ground with her back facing them. Celestia and Luna not wanting to waste an opportunity the princess's told the Element bearers to get into position.

The Assassin sensed something dancing along the borders of her Assassin sense. It was hostile, and she could tell just by the way they felt. She was so focused on the new comers that she didn't notice her more prominent threat. By the time she did it was too late.

The Elements had finished charging and the they fired the SUPER ULTIMATE FINAL COLOR BLASTER OF DOOMFULL DOOMNESS. The Assassin heard it coming though. Well...I guess I'll have to skip the test run. Was all she said before being enveloped by the colorful doom ray.

The six were about to stop their assault on their former friend when they saw movement. All ponies present, Alicorn and non squinted. They gaped at what they saw. The Assassin was coated in some kind of armor that was repelling the harmony beam. Celestia saw this and yelled. "Focus! You must focus all of your energy on stopping her!" Hearing this the six put everything they had into the Harmony beam. They were also firing it directly at her, pushing her back and starting to crack her armor. Seeing this, the Assassin started to trudge forward against her attackers weapon.

The figures that the Assassin sensed earlier were right behind the Element bearers and the princess's. The Assassin was trying to warn them, but the Harmony Beam was too loud for them to hear, so she had to get closer. Even though they betrayed her the Assassin wasn't about to let them die. The Assassin felt her armor breaking and jumped out of the beam and ducked behind the nearest pillar. Seeing this the Element bearers temporarily stopped their Assault.

The Assassin saw the Figures materialize behind the ponies and yelled out to them. "Look out behind you!" Oh yeah right, like we'll fall for that old trick." Rainbow retorted, while the figures behind them got closer and closer.

Assassin knew any further arguing would result in them getting slaughtered. So she had to make a decision: either go out and get destroyed by the Elements, or run and leave these backstabbing ponies to die... She reached snapped her fingers and her bag appeared on her waist.( she grabbed her bag before they left anyway and just cloaked it) She pulled out her twin model 1887 shotguns, checked to see if they were loaded and poked her head out of cover to gauge the distance to her targets. They were on the other end of the throne room, which was...one hundred yards.

She sighed and said a silent final prayer before bursting from cover.

The second she did so Twilight's eyes opened to reveal a white void in each socket. Another Harmony beam was fired at the Assassin, steeling herself she quick stepped to the left and avoided the beam as it started to follow her. She ran up a pillar and jumped betwwen several more before seeing her target right behind Twilight, raising a bladed fore arm about to strike. The Assassin jumped from the pillar and fired both shots...before landing right in the path of the colorful death ray causing an explosion of light.

(The song should end right about here so go ahead and end it if its still going.)

* * *

As the dust settled, Applejack, Rarity, Fluttershy, Pinkie Pie, Rainbow Dash, and the two Princeliness's all looked around and instantly noticed a statue.

It was the Assassin sitting in a crouched position, with two strange weapons in both hand "my goodness!" Rarity exclaimed. "She put up even more of a fight than Nightmare Moon!" At this Luna looked slightly downcast. But cast it aside when she noticed Twilight.

"Oh my! Dear Twilight Sparkle, are you well?" She asked. Hearing this the rooms other occupants turned to Twilight and gasped.(Seriously, so much gasping) She was sitting there whimpering on the floor with a large gash on her right back leg. But what surprised them more was the unmoving figure laying dead two feet from her with a bladed arm resting dangerously close to her. "Twilight! Are ya OK!? Who did this to ya?" AJ questioned. Twilight gestured to the dead figure at her side with two very large holes in it. Several of the six barfed at the sight while the rest looked sick. Celestia took control of the situation and had several medic ponies take Twilight to the hospital along with the large group of injured guards. While Luna and the five remaining ponies were talking among themselves.

"There's no denying it rainbow darling, Shadow Wi- err...the human, that is the right term correct?" Rarity asked while looking to Princess Luna. The night princess nodded.

"Yes, the human saved dear Twilight from that brute and sacrificed herself to do it...even after we betrayed her." She finished solemnly. "I don't care! She killed it and beat the snot out of all those royal guards. And she was just plain creepy anyway!" Rainbow declared. "Rainbow Dash! What's been eatin you! Ya'll been hatin Shadow ever since we meet her. Why don't ya trust her? AJ asked.

"Because he took on a Nightmare Moon by himself and he appeared basically from nowhere... He looked dangerous and I didn't want any of you to get hurt, is that wrong!?" the rainbow maned Pegasus yelled. No, it isn't, but even after he proved himself by distraction Nightmare Moon so we could Charge the Elements of Harmony, and again when she saved us from the timber wolves. And then she sacrificed herself to save Twilight. Is that not enough for you?" Fluttershy asked.

"Well...I... " Rainbow Sighed. "I guess I was a jerk wasn't I ?" She looked to the princess. "So what are we gonna do?" She asked the Lunar princess. While the Elements are capable of purging corruption,and turn those that are not corrupted to stone. It is capable also of returning those that are petrified back to normal." Princess Luna explained. "Uh... Princess?" AJ asked. "Yes Applejack?" Luna replied. "Is she supposed to be crackin like that?" AJ questioned. The six ponies present looked to the petrified Assassin and noticed that, yes the Assassin had cracks running down her stony tomb.

In a matter of minutes the statue had broken completely. The Assassin dropped from her crouch and fell to her back unconscious. The Six ponies present were shocked to say the least. Not only had this figure defeated Nightmare Moon, a pack of Timber Wolves, And a whole lot of royal guards. But she cured herself from the petrification of the Elements of Harmony.

"Soooo...what now?" Rainbow questioned. "Well, we should probably tell Twilight and Princess Celestia, but first. Should we wake er up or should we leave er where she is?" Applejack asked.

"I think I know what to do." Princess Luna stated. "I can delve into the humans mind and find the Information we need." she informed while charging her horn and walking towards the unconscious Assassin.

* * *

Princess Luna POV

I touched my horn to the humans head and my vision went blurry for a minute before clearing once again. I found my self surrounded by different colored bubbles with moving images within each one.

Every pony has a different way of storing memories or feelings, It appeared that the human's mind wasn't as evil as we portrayed it to be. The sky was white, her method of memory storage was these colorful bubbles, and she saved dear Twilight from being killed... But that is why I am here, to see if her actions were not for selfish reasons.

* * *

I had been doing this for ten minutes before I felt another presence nearby. I looked around my surroundings and finding the being in question to be the Assassin herself, just standing there with her back to the lunar princess. Curious, the princess walked over to the human and noticed she was staring at something. And as she got closer she found it to be a tombstone.

"Do you ever wonder... when you'll have to say goodbye?" The assassin asked, her eyes on the tombstone while she said it.

Surprised that the human knew she was there, but not outwardly showing it, she replied. "What do you mean?" "What I mean is if you tell your sister you love her...if you appreciate her." The Assassin questioned. I winced at this, I knew exactly whose tombstone it was. "This was the Tombstone of your friend is it not...the one th- "I thought it was you who entered my nightmare." the Assassin interrupted. "Is this not the grave stone of the other female In thine dream?" I asked. "Daisy? ...Yes this is her grave...at least, what should be her grave. She never received a proper burial." The Assassin replied solemnly. "I am sorry for thine loss." I replied. "Don't be, I know you've gone through my memories, you know that she wanted to die." The Assassin added. At this I lowered my head in shame, she wasn't supposed to know I had invaded her memories. I never liked doing this, but you were deemed a threat to Equestria." I explained. "Oh I understand fully princess. If I were in you horse shoes I would have done the same thing." The assassin explained. "Horse shoes?" I questioned. "A friendly pun where I come from Princess, If I offended you it was unintentional I assure you." The assassin reassured. "Oh, I took no offense young one. I only found the term strange." I added. "You can call me Payne your majesty. If you haven't damaged my shape shifting function then I can shift back to my Shadow Wing form or adopt a new guise if needed." The Assassin offered. Then It shall be so young Payne...though If I may be so bold, why do you not go by your true name of Logan?" I questioned.

Payne flinched at the name. "It...brings up memories of a life best forgotten Princess. I was forced to adopt the name and form of the thing that the Element bearers saw in the Everfree forest to make it look like Logan, had gone home to her 'family' and that Benjamin was created to be her replacement. All that the scientists really did was force me into a new form, destroy my emotions, and wipe my memories to get the Knight's of Kronos off of my tail." The young shape shifter explained. "I was gaping at the explanation. "I always knew that humans were monsters but this is barbaric even for them! Turning a child into a murderer, inserting false memories, killing your only friend, and then destroying the only thing you had left to hold dear! How could you even still be sane from all of the pain inflicted upon you?" I asked. The Assassin only chuckled. "God kept me safe Princess Luna... That's the only explanation I can give you." The Assassin replied. The night princess narrowed her eyes at the Assassin.

"Is there something wrong Princess?" Payne asked. "You laughed." I stated. "I don't see what..." The Assassin gasped. "Did I really?" she questioned. "An emotionless being can not laugh." I stated. "Your emotions may not have been completely destroyed after all." I added "No, If they were only partially destroyed then I would have had random bursts of them. No, I think the Elements of Harmony had a part in this." The Assassin declared. "And I can't do it again...so they must still be locked or partially destroyed." The Assassin stated. "Then I know exactly where our search should begin." I assured.

* * *

Third Person POV: Three minutes later

Payne and the Princess had arrived at a large 'Rainbow Colored' bubble that was swirling with energy. "So this is where my emotions are stored correct?" Payne asked. "Yes, these are your emotions. If you enter the bubble it should cause your brain to re-assimilate your emotions... Though I will warn you now, the process will be more painful than anything you have ever experienced." The lunar princess warned. "Somehow, I really doubt that." The Assassin added before walking towards the bubble.

(The throne room)

The five ponies conscious were standing by, waiting for something to happen. "The princess's been in there fer a while now...should we try ta wake em up?" Applejack asked. "I don't know much about magic but something tells me that would be a really bad idea." Rainbow replied. Ooh ooh! I know I know I know! Pinkie yelled. "We could... But she was interrupted by the Princess jumping up and running towards the small group of friends. "Get back! Get behind something now!" She shouted, almost at a royal canterlot tone. The five mares didn't argue as they saw the former Shadow Wing start to convulse and float in the air, surrounded by a rainbow colored aura.

The five Ponies and one Princess hid behind both thrones as the Assassin's eyes opened, firing rainbow colored beams of light into the world before a great explosion and a blinding flash overtook the throne room.

Ten seconds later the group of ponies, alicorn and otherwise, poked their heads out from behind the two thrones and the Assassin was still floating in the chromatic aura of pure energy. When it suddenly cut out, dropping the human girl forty feet to the ground. The Ponies all gasped as Payne hit the ground, but were shocked to see that the only damage was to the floor tiles, which were quite cracked. They also saw that the Assassin was in a crouched pose and her eyes were closed.

Sensing their presence, the Assassin slowly rose to her feet before opening her eyes, revealing that her irises were flashing multiple colors per second. After a few seconds of this, her eyes settled back on her signature golden hue, she gasped and looked around the room before giggling. She gasped, then laughed. This time a huge smile broke out on the Assassins face as she shouted joyfully and did a back flip, landing and then spinning and doing all kinds of amazing acrobatics, all the while she was laughing like a madman. "My goodness, that mare can move fast!" Rarity exclaimed "Darn tootin! She might be able ta keep up with you Rainbow." applejack added. At this, the Rainbow maned Pegasus scoffed and gave the farm pony a glare. "puh-lease, there's no way she could keep up with me." Rainbow bragged. I wouldn't be so sure about that Dashie!" Pinkie exclaimed. Rainbow and AJ both looked to Pinkie. What are you talking abo-...What the Hay! Since when does she have wings! The rainbow maned Pegasus shouted.

At this point, Princess Celestia and Twilight returned(the latter with a large cast on her back leg. What is going on in he-... the Princess started but stopped when she saw that the Assassin was not only not made of stone, but was also bouncing around the room in a manner that Pinkie Pie would be proud of. Who freed the human!?" Princess Celestia demanded. "No pony your highness. S-she let herself out." Fluttershy explained. "What! How is that even possible!?"Twilight nearly shouted.

I have no idea Twilight Sparkle, but I do know sister, that young Payne is not here to harm us or Equestria." Princess Luna stated. At this, the solar princess's eyes narrowed. "And just how do you know this?" she questioned. The lunar princess was about to respond when the hyper active Assassin jumped down from a nearby pillar and hugged Twilight. "Oh it's so good to see that your ok!" She exclaimed. Twilight was shocked at the sudden show of affection from the emotionless Assassin. "Shadow Wing? I thought you lost your emo-...unless." the violet unicorns eyes lit up with excitement. "You got your emotions back!... but, how? She questioned. "That would be Princess Luna that did it. She entered my mind and helped me regain them." The Assassin explained. "So thats what you did." The solar Princess stated." The older of the two alicorns then walked over to her younger sibling. "And your sure she isn't a threat?" She asked. "Yes sister, she will do no harm unless she is antagonized." Princess Luna assured.

"Then I will send her back to Ponyville with Twilight and her can keep an eye on her for me and report back in case this was all an act." Princess Celestia added.

The Assassin had calmed down(from her 'life high' as I like to call them) and had gone to inspect the body of Twilight's potential killer. When she gotta good look she cringed. "No...it can't be." "Shadow Wing? What's wrong." Twilight asked as she approached the Assassin and the corpse. This thing that you see before you is one of three, a being that was made for one purpose and one purpose alone." Payne explained. "And that was?" Twilight questioned. "To kill me" The Assassin added. "This was D-392, also known as kill joy. It was six feet tall and wore a black suit made of a strange material with purple highlights and it's face was hidden by a mask with a large toothy grin and squinting 's left arm was equipped with a three foot long blade while the right arm had hard light rifle, which the Assassin decided to confiscate. "Shadow Wing? Was this thing like you?" Twilight questioned. "Yes, you could say the way were made is the same...but that is where the similarity's end. D-392 and his brothers were supposed to be my replacements when I escaped... they were sent to track me down along with the Knight of Kronos." The Assassin explained. "Wait, you have encountered Knight's of Kronos?" Princess Celestia asked. "from your question I would assume you have as well." Payne assumed. Pardon our ignorance your majesty's...but what are Knight's of Kronos?" Rarity questioned.

"They are a group of dimension traveling peace keepers. They will answer to any call for help they hear. And The Knight in particular that was sent to capture me was the right hand man to the Knight's leader. Imperious, A black draconian, the most powerful of the ten races. He is also the guardian of the 'Cursed Flames'. A demonic inferno of power that imbues it's host with incredible strength in mind body and magic. He also wields 'Ga'Lamir, A ten foot blade that can cut through almost anything."(Ga'Lamir means: The Guardian in Draconian) and the Knight mentioned before is the second most powerful Knight. I don't know his name but he is almost immortal." Payne elaborated. "Wow, ain't that somethin" Applejack whistled. "So this thing was trying to kill you? Then why was it going for Twilight?" rainbow questioned. "It was trying to stop Twilight from killing me... it was sent to capture me. That's why it tried to end Twilight."the Assassin stated. "So it was Trying to capture you? Then who sent it? Princess Luna asked. I don't know. But whoever they are. They are extremely powerful...my creators couldn't even control these three. And now they are working together to capture me." Payne mumbled. "Well whoever they are, if they come for you, they'll have to go through us first Shadow." Rainbow stated while punching the air repeatedly. Payne sighed and looked to the Princess's. "I'm assuming the rest of Equestria isn't ready to see my true form?" She asked. The princess's both shaking their heads. "I thought so... then I'll need a hair from one of you two." The Assassin stated. "Why do ya need a hair from the princess's? AJ questioned. "My shape shifting powers aren't as advanced as the D series hunter you see on the ground. I need DNA to shift forms, and my last form was literally torn apart." At this the ponies all winced. "Did that hurt as much as it looked?" Twilight asked. "No...it hurt more." The Assassin replied. "but enough about that. The past is in the past...hold on... what's this?" the Assassin asked while his she stared at the ground. "Shadow Wing? What is it? Twilight asked. "I have another Alicorn form... It's not Shadow Wing." The assassin explained. "May we see it?" Celestia questioned. "I will do so now" the Assassin complied. "But I recommend looking away...it isn't a very pleasant sight." The Assassin added. The ponies all turned away for a few seconds before the Assassin told them they could look.

And before the Element bearers and Princess's stood a light gray Alicorn female with a sky blue mane. She was about the size of a normal pony. The two Princess's gasped at the sight. "Where did you acquire this form!?" the solar Alicorn demanded. "I...don't know... I've apparently had it forever." at this revelation, the Princess's whispered to each other and walked off.

"Um... did I say something wrong?" The Assassin questioned. "no... they simply need time to think Shadow" Twilight explained.

At her words, the Assassin smiled. "Please call me Silver Wind."

* * *

and there ya have it guys and girls. Chapter 9...and holy crap this thing was a monster!

Cole: Well that'll explain the wait I guess.

Wetworkz: I'll say. But anyway. My awesome co author is doin the next chapter people, so let him know what you think OK.

Till next Time. This is WetworkzNinja signing out. God bless guy's.


	10. Chapter 10

Hey guys, wetworkz and David here with the next chapter

Cole: er ma gersh dude! I almost thought you abandoned us again.

Wetworkz: let it go Cole... just let it go. Anyway sorry for the wait. David got grounded so he sent me the almost completed chapter and I finished it. So toward the end it'll probably be noticeable. Oh, and before I forget. I'm sending out a message for any willing to do this. I just feel wierd looking at my profile picture for a story for MLP. So, I tried to make my own cover on my draw pad app... it stunk...bad. So I need people that can draw better than me to lend a hand if they have the time and or generosity to do so. If you feel your up for the task then pm me and I'll tell you what I have in mind.

Reviews

Night Shade1234: Nope, she's not a changeling

uglymod: well I am religious. And sorry for the typos. I'm going back through all the chapters and fixing them.

The guest: She started out as a girl. And was forced into the form of a guy. And thanks for the support.

Godzillafan1: like I've already pointed out. Payne was a girl to start out with. And was changed into a dude.

Cole: Enough stalling! On to the story.

Chapter 10 An Old Friend and a Party

Third Person POV

The Princesses where now whispering to each other about the suddenly familiar form Payne had now taken. "Is she really that whom I think she is?" Luna asked in a befuddled tone. "I am not sure sister…., but I think we should let time tell who she really is and will be." Luna nodded in agreement. With that the Princesses walked back to Payne, still a bit shocked at her new appearance. "Is something wrong Princess?" Silver asked as she faced Celestia. "Not to worry its nothing important" said Celestia. "Well I suppose I should be getting back to ponyville yes?" Silver questioned. "Of course…..but I need you to make me a promise." Celestia responded while giving an honoring yet solemn look. "…keep my little ponies safe and treat them as you would like to be treated." Silver gave a thoughtful look and met Celestia with a quick response. "I will Princess….I will do whatever I can to keep them safe" Payne said in affirmation then gave a warm smile at Celesta which she returned. Payne and the others began making their way out but Luna lifted a hoof as she had something to say. "Silver Wind wait" said Luna. "Um….yes Princess Luna? "Payne said as she look back to her. " I…wish to Thank You for helping to defeat Nightmare moon and bring me back to my sister "she said with a grateful tone. "I also wish to Thank _you _for being the one who helped return my emotions…..you don't know how much that means to me." Silver replied with the first big smile she could make in a long time. And with this new found ability to make one for real this time. "Oh I have an idea" Luna said as she then nuzzled Celestia's shoulder relieved to be with her after being gone for so long. Payne smiled." And I hope to see you again soon….without slamming each other against palace walls" Silver was referring to when she was battling nightmare moon. Luna gave a small giggle at that. Payne turned back again facing the six and felt a genuine sense of happiness. one she had never known up till then.

And with that Silver wind and her new friends exited the throne room making their way back to the train station just in time to catch the last train to ponyville. When Silver boarded the 'Friendship Express' along with the others, she looked at the broad skyline of canterlot giving a long thankful sigh of relieve. From what things looked like, Silver had indeed gotten her 'second chance'. "You'll need your rest Silver…..you've been through so much today" Twilight said thoughtfully as she sat down with the others. Silver agreed with a nod. "Well all things considered I think today was good day." The Pony gang all mehmed happily in agreement. "Oh but it's not done yet…I still need to throw you my super-duper welcome to ponyville party "said pinkie flaring her forhooves into the air, her boundless energy ever showing. "Sounds great pinkie, and from what I've heard from Twilight I know it will be a fantastic party." Silver said ,and pinkie gave back a big smile with a characteristic squee.

The Assassin looked to Rarity. "Um Rarity can I ask you a small favor?" Silver asked. "Why yes darling" she replied. "My robe has some rips and tears in it and I'm terrible at sewing" She continued while levitating the matted black and grey assassin's robe at rarity. "I can…..but I can't see you in this old thing….how about I make an even better one too?" Rarity said gleefully. Silver frowned inwardly, she was somewhat sentimental with 'this old thing' "If it's not too much trouble that would be nice." Silver replied. "Not at all darling…..after all fashion is my specialty." At this rainbow rolled her eyes and Silver simply giggled at this as she went into a dreamless sleep for the first time in a long time.

Silver Wings POV

I woke up after having what was perhaps the best sleep I had in years. From the looks of it we were about to arrive in ponyville as I can already see us traveling by sweet apple acres. Lost in thought, I felt grateful for how well things turned out even after the bad start with Celestia. For once now I can actually live a normal life without having to kill on corrupted orders or sleep with that nightmare record (being a pony still won't be normal but it's a welcome change considering I can use magic now). My train of thought (pun intended) was interrupted when the 'friendship express 'slowed to a stopped as we arrived at the station.

"Just give me an hour and I'll throw you the bestest party ever!" Pinkie said as she darted away so fast she would have made the flash proud. "Well I guess I'll see you guys later on at the party" I said still happy at the thought that pinkie was throwing a party just for me. "Oh you'll see Silver, once Pinkie pie is done you'll have one hoot nanny of a time" she said in her usual cheery country voice. "Having you all with me, I know it will be" I replied loudly, but I couldn't help it, as they were indeed the best. We all gave each other wide grins, but then Twilight caught my attention. "All right Silver lets go to the Library while we wait on Pinkie". I gave a nod in agreement back to her and started our walk back to said Library.

Twilight seemed to think that now was a good of a time as ever to talk to me since she gave me a question I knew I had coming but in a good way. "So why did you save me from that Kill Joy…thing…even after it looked like I betrayed you?" she asked. "Twilight I don't blame you or Celestia for what you both did…you both where being cautious and doing what you thought was right" I stated but I also realized another truth to tell her "Besides you're the first friend I ever had coming here to equestria" I said in a warm smile. "…..that and if I didn't save you, Rainbow would have made sure I would be right behind you." Twilight giggled a bit at that and then me a hug bringing both of us to a stop. "Thanks…for saving me" she said with a tone of pure thankfulness. "Anytime" I responded warmly.

We broke the embrace after a minute and continued our walk to the library in silence. To be honest it wasn't an awkward silence it actually was the kind that made you think of just about anything. For me it was how fortunate I was to meet ponies like Twilight and the other five. Perhaps rainbow dash wasn't quite as quick to warm up to me like the others, but I couldn't blame her all that much since she was only trying to be protective of her friends. Rarity is quite nice after all she did say she was making me a new robe (hopefully it won't look to frilly) not to mention she is the element of generosity as I learned from that nightmare moon battle. Pinkie looks like the life of the party and I wonder what one of hers is like but luckily I'll find that out soon. Fluttershy still hasn't quite clicked with me yet because well she is after all shy but I hope showing kindness back to her will help. Applejack was also quite kind but I hope to know her a bit better along with the others in the next few days now that nothing to eventful is happening now.

"Looks like you'll be staying with me for the next days; until you can get back up on your hooves" said Twilight as we went through the door. "Sorry you have to put up with me staying at your house" I said as I don't like taking advantage of her kindness. "Oh don't worry Silver….consider it my way of thanking you for saving my life."

I nodded and decided to get back to learning magic from that book Twilight gave me. The next basic spell to try out was lighting up my horn in the dark.

Third Person POV

Unknown to Silver and Twilight. a bipedal figure in a cloak mode was standing just outside few feet from the entrance. He had watched as they made their way into the library and how Twilight forgot to close the door completely. Still a bit hesitant he disengaged the cloak mode revealing his black combat suit which covered him head to toe. It was designed with thousands of small hexagons which aligned on strips fused together along the muscle groups over his entire body. The front of his knees, back of his hands, and along his vertebra was a metal made of a cobaltan-titanium alloy while the entire rest of the suit was covered in nanites which what the hexagons where made of. The helmet had a shining red visor and covering his mouth was three metal grills for of course filtered breathing while the rest of the helmet consisted of a combination of the alloy and nanite material. He decided that it was best to have the helmet off since it was rather intimidating in appearance. With only a thought, it spilt into smaller pieces and then folded themselves on to the back of the suit. His skin was tan and on his head jet black hair that was trimmed and well-kept and chocolate brown eyes which emanated sincerity on a heart shaped face.

Silver was reading at the table siting on a cushion but as she saw the door open she wasted no time getting on her hooves and was equally quick to shout at whoever it was. "Whose _there_?" she exclaimed very nearly drawing out her hidden knife. "Payne?". She took a long pause as she had recognized the voice she thought she would have never hear from again. "d-David…is that really you?" she questioned slowly. "Every last bit of me Payne". By now he was through the door and looking straight into her eyes caught in emotion as she was. Payne didn't bother hesitating she ran straight for him and the two held together in embrace. After about two minutes of being in each other's arms David wanted to bring up the mood. "You know….for an Alicorn, you don't look half bad" Silver had to laugh at that, even more glad to see him again. "I had lost you that day we fought the Knight of Kronos and his allies. I assumed the worst and thought you had been killed" Silver said in a forlorn tone. "I thought the same thing when I couldn't find you either…but now where both here and that's what matters". David said reassuring his trusted Ally and friend.

By now Twilight had overheard Silver when she yelled at David. She was in her room at the time and went down stairs to see what the commotion was all about. "Silver are you al-"She paused as she saw David and Silver both facing a now slightly frightened Twilight. "Don't worry Twilight, this is David, he's an old friend of mine" Silver explained, trying to reassure her. "Do you trust her Payne?" David said as he knew this was in fact Twilight's home. "Absolutely" Silver told David in a resolute and sure tone. Twilight had the courage to get much closer to the two assassins knowing she could use her magic if things got out of hoof. "And you must be Twilight Sparkle, pleased to meet you" he said as he knelt down holding out a gloved hand at her trying to be welcoming. She hesitated but knowing she could trust Silver she returned the hoof/hand shake. The three sat down on the floor since clearly they needed to talk.

David-"Sorry I came in the door without asking…I was so glad find Payne again that I couldn't help myself"

Silver-"By the way David how did you find me even after that battle with the Knight of Kronos?"

Twilight-"Wait so you were there with silver when she was fighting that battle?"

David-"With her…hec we were both there to kick the guy's ass"

Silver-"Thanks again for joining me in that, but you didn't answer my question"

David-"oh right, well I also came across ponyville after wandering around for days and I was over joyed to see you were in fact alright here in twilight's house. While in cloak mode I overheard how you were all going to canterlot to meet those two princesses. So I followed still hiding of course to see what unfolded and I must say I'm quite proud of you payne."

Silver-"Wait so you where spying on me… and why couldn't you have simply joined me earlier?"

David-"Because I didn't know if the pony where going to be peaceful with me or hostile."

Silver-"Fair enough"

David-"And I'd also like to tell you that kill joy wasn't the only D-7 in that throne room ready to kill the princess and twilight. so I took action and scared the other two off while you killed one"

Twilight-"WHAT?"

David-"Yes twilight that means I saved them both. Also that proves I'm on your side"

Twilight-"Well thank you for saving us. I should probably write a letter to Celestia about that later. But first what is that thing you're wearing?"

Twilight gestured a hoof to David's suit so he gladly began explaining. Basically he was a only a naturally born 17 year old guy ,but with the nanosuit as he called it, everything changed. It was the only suit of its kind designed to be the greatest tactical combat machine that world has ever known. The nanites where the core of its technology allowing him to run at excess of 200 miles an hour, lift three tons, see in thermal, enhanced, and x-ray vision much like Payne, and have an incredible amount of armor and turn himself invisible by having the nanites bend light around him . "Amazing so you have powers much like Silver's" Twilight questioned. "Pretty much but Silver has the element 152 which I'll always be jealous of." Complemented David to silver. Trust me David...you shouldn't. Now David looked at the ground a bit and noticed the large bandage on Twilight's right back leg. "You're injured" said David feeling. "It's fine it will heal in a week or two" she said more relaxed knowing he cared about her injury. "Here let me help"

David snapped his fingers and his cloaked backpack appeared. It was a modern design made of carbon fiber which held his weapons and other useful things. Out of a smaller compartment he got a small rectangular canister and he twisted the cap off. "May I" David pointed to her leg bandage. She nodded yes but rather than feel worried she much more curious to see what David was doing. Wincing a bit at the injury he carefully poured a black dust on to the wound. Then out of two points on his shoulders shoot two beams of light which projected a hologram which David quickly began access commanding the nanites to heal her leg. To the immense amazement to her the wound was healing right before their eyes with a blue glow. After it had grown back the missing tissue the dust floated back to the open canister which he put away. Twilight was caught in a trance like state trying her best to process was had happened before her eyes. She had seen healing magic before but only advanced enough to heal scrapes and bruises but nothing to the degree of what he just did. "h-how did you?" she asked slowly. "Treating battle injuries is a part of my training and what healed you is advanced nanite technology not magic just like the ones in my suit." David said in a calm composed tone. "I'll tell you something Twilight." Silver started. "No matter how many times I see that, it never stops amazing me." She finished. Twilight, still awes struck could only nod in agreement. David chuckled. "I'm still surprised that you haven't gotten over it yet, after seeing it so many times. Saving the others, even you on that one occasion." Twilight shook her head and cleared her throat. "Others? What do you mean others?" Twilight questioned. Silver shook her head. "A story for another time Twilight." the assassin sighed. David looked curious at this. "Please tell me you don't still blame yourself for what happened to Daisy and West?" David asked. "They died trying to save me! They died because I couldn't protect myself!" Silver nearly yelled, surprising the other two present. "Come on Payne, you know that's not true." David stated. "They both knew the risks, and they did it anyw-" the pair of former Assassins heard a warning noise in their ears. "Warning, Warning, Unknown Energy Spike detected! The voice's spoke. Davids hologram projectors activated, showing a map of Ponyville, then zooming out and showing the Everfree Forest. A waypoint then appears over an area close to a mile away from the old castle labled: Deep Everfree.

Twilight was spooked by the sudden appearance of the image and yelped. "What's going on?" Twilight questioned as the map image zoomed in showing an entrance to a metalic looking cave.

The two former Assassin's looked to the Unicorn before speaking. "Trouble."

And there ya go people. That's 10. And OH MY FREAKIN GOODNESS! OVER 2600 VIEWS!

You people are awesome. Anyway, thanks for reading. Me and David appreciate the support. Godbless everypony and talk to ya later. WetworkzNinja and Davidtechlife out.


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